Abdo, Eick & Meyers, LLP
                            7241 Ohms Lane, Suite 200
                          Minneapolis, Minnesota 55439









INDEPENDENT AUDITOR'S REPORT



To the Partners
Arboretum Villages Limited Partnership
Minneapolis, Minnesota

We have audited the  accompanying  balance sheets of Arboretum  Villages Limited
Partnership  as of  December  31, 2001 and 2000 and the  related  statements  of
operations,  changes  in  partners'  deficit  and cash  flows for the years then
ended.  These financial  statements are the  responsibility of the Partnership's
management.  Our  responsibility  is to express  an  opinion on these  financial
statements based on our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the  United  States of  America.  Those  standards  require  that we plan and
perform the audits to obtain  reasonable  assurance  about whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  An audit also includes assessing the accounting principles used and
significant  estimates  made by  management,  as well as evaluating  the overall
financial  statement  presentation.   We  believe  that  our  audits  provide  a
reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material  respects,  the financial  position of Arboretum  Villages  Limited
Partnership as of December 31, 2001 and 2000, and the results of its operations,
changes  in  partners'  deficit  and cash  flows  for the  years  then  ended in
conformity with accounting principles generally accepted in the United States of
America.

Our audits  were made for the  purpose  of  forming an opinion on the  financial
statements taken as a whole. The supplemental information included in the report
(shown on pages 10-13) is presented for the purposes of additional  analysis and
is not a required part of the basic financial  statements of Arboretum  Villages
Limited  Partnership.  Such  information  has  been  subjected  to the  auditing
procedures  applied in the audit of the basic  financial  statements and, in our
opinion,  is fairly stated in all material respects in relation to the financial
statements taken as a whole.





January 15, 2002                                        ABDO, EICK & MEYERS, LLP
Minneapolis, Minnesota                              Certified Public Accountants



<PAGE>
                         WAGNER SHARER MURTAUGH & PETREE
                          Certified Public Accountants

                           Laurelwood Corporate Center
                              1103 Laurel Oak Road
                              Suite 105B Voorhees,
                                  NJ 08043 Tel:
                                  856-435-3200




                          INDEPENDENT AUDITORS' REPORT


To the Partners
Audubon Towers Limited Partnership
Merchantville, New Jersey


We have audited the  accompanying  balance  sheets of Audubon Towers HUD Project
No. NJ16H085012, as of December 31, 2001 and 2000, and the related statements of
income,  changes in partners' capital,  and cash flows for the years then ended.
These financial  statements are the responsibility of the Project's man agement.
Our responsibility is to express an opinion on these financial  statements based
on our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the United States of America and Government  Auditing Standards issued by the
Comptroller  General of the United States.  Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements. An audit also includes assess ing the accounting principles used and
significant  estimates  made by  management,  as well as evaluating  the overall
financial  statement  presentation.   We  believe  that  our  audits  provide  a
reasonable basis for our opin ion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material  respects,  the financial position of Audubon Towers as of December
31,  2001 and 2000,  and the  results of its  operations,  changes in  partners'
capital and cash flows for the years then ended in  conformity  with  accounting
principles gener ally accepted in the United States of America.

In accordance  with Government  Auditing  Standards and the  Consolidated  Audit
Guide for Audits of HUD Programs  issued by the U.S.  Department  of Housing and
Urban Development,  we have also issued a report dated February 15, 2002, on our
consideration  of Audubon Towers'  internal  control and reports dated Feb ruary
15, 2002 on its compliance  with specific  requirements  applicable to major HUD
programs   and  spe  cific   requirements   applicable   to  Fair   Housing  and
Non-Discrimination.  Those reports are an integral part of an audit performed in
accordance with Government  Auditing Standards and should be read in conjunction
with this report in considering the results of our audit.









<PAGE>





                          INDEPENDENT AUDITORS' REPORT
                                   (continued)





Our audits  were  conducted  for the  purpose of forming an opinion on the basic
financial   statements  taken  as  a  whole.   The  accompanying   supplementary
information  listed in the index on page 13 is  presented  for the  purposes  of
complying  with the  requirements  of the NJH&MFA and are not a required part of
the basic fi nancial  statements of Audubon  Towers.  Such  information has been
subjected to the auditing procedures applied in the audit of the basic financial
statements  and, in our opinion,  is fairly  stated in all material re spects in
relation to the financial statements taken as a whole.



                                        /s/ Wagner Sharer Murtaugh and Petree



                                          Wagner Sharer Murtaugh and Petree
                                            Certified Public Accountants















February 15, 2002
Voorhees, New Jersey





<PAGE>
                          VIRCHOW KRAUSE & COMPANY, LLP
                                   PO Box 7398
                                Madison, WI 53707
                                 (608) 240-2354

                          INDEPENDENT AUDITORS' REPORT


To the Partners
Bartley Manor Limited Partnership
Middleton, Wisconsin


We have  audited  the  accompanying  balance  sheets of  Bartley  Manor  Limited
Partnership  as of December  31, 2001 and 2000,  and the related  statements  of
operations and partners' capital and cash flows for the years then ended.  These
financial  statements are the responsibility of the com pany's  management.  Our
responsibility  is to express an opinion on these financial  statements based on
our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the United States of America and Government  Auditing Standards issued by the
Comptroller  General of the United States.  Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  An audit also includes assessing the accounting principles used and
signifi cant  estimates  made by  management,  as well as evaluating the overall
financial  statement  pre  sentation.  We  believe  that our  audits  provide  a
reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all  material  respects,   the  financial  position  of  Bartley  Manor  Limited
Partnership  as of December 31, 2001 and 2000, and the results of its operations
and cash flows for the years then ended in conformity with accounting principles
generally accepted in the United States of America.

In accordance  with Government  Auditing  Standards and the  Consolidated  Audit
Guide for Audits of HUD Programs  issued by the U.S.  Department  of Housing and
Urban  Development,  we have also issued a report dated January 18, 2002, on our
consideration of the partnership's  internal control,  and reports dated January
18, 2002, on its compliance with specific  requirements applica ble to the major
and nonmajor programs, and specific requirements  applicable to Fair Housing and
Non-Discrimination.  Those reports are an integral part of an audit performed in
accordance with Government  Auditing Standards and should be read in conjunction
with this report in consid ering the results of our audit.

Our audits  were  conducted  for the  purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental information provided, as
identified  in the table of contents,  is presented  for purposes of  additional
analysis and is not a required  part of the basic  financial  state ments.  Such
information has been subjected to the auditing  procedures  applied in the audit
of the basic financial  statements and, in our opinion,  is fairly stated in all
material  respects  in  relation to the basic  financial  statements  taken as a
whole.



           VIRCHOW, KRAUSE & COMPANY, LLP



Madison, Wisconsin
January 18, 2002



<PAGE>



                           Jansen, Furgason & Valk, PC
                            555 W. Crosstown Parkway
                                    Suite 101
                               Kalamazoo, MI 49008


                         REPORT OF INDEPENDENT AUDITORS

To the Partners
Briar Crest Apartments I

We have audited the accompanying balance sheets of Briar Crest Apartments I, FHA
Project No.  047-44061  LDP/SUP (a limited  partnership) as of December 31, 2001
and 2000, and the related statements of operations, changes in partners' equity,
and cash flows for the years then  ended.  These  financial  statements  are the
responsibility of the project's management.  Our responsibility is to express an
opinion on these financial statements based on our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the United States of America and Government Auditing Standards, issued by the
Comptroller  General of the United States.  Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting the amounts and  disclosures in the finan cial
statements.  An audit also includes assessing the accounting principles used and
significant  estimates  made by  management,  as well as evaluating  the overall
financial  statement  presentation.   We  believe  that  our  audits  provide  a
reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material respects,  the financial position of Briar Crest Apartments I as of
December 31, 2001 and 2000,  and the results of its  operations,  its changes in
partners'  equity and its cash flows for the years then ended in conformity with
accounting principles generally accepted in the United States of America.

In accordance with Government Auditing  Standards,  we have also issued a report
dated January 16, 2002 on our  consideration of the project's  internal controls
and a report dated January 16, 2002 on its compliance with laws and regulations.
These  reports are an integral  part of an audit  performed in  accordance  with
Government  Auditing  Standards  and  should be read in con  junction  with this
report in considering the results of our audit.

Our audits  were  conducted  for the  purpose of forming an opinion on the basic
financial statements taken as a whole. The supplementary information included in
the report is  presented  for the purpose of  additional  analysis  and is not a
required part of the basic  financial  statements  of Briar Crest  Apartments I.
Such  information has been subjected to the auditing  procedures  applied in the
audits of the basic financial  statements and, in our opinion,  is fairly stated
in all  material  respects in relation to the  financial  statements  taken as a
whole.

/s/ Jansen Furgason & Valk, PC



January 16, 2002



<PAGE>



                           Jansen, Furgason & Valk, PC
                            555 W. Crosstown Parkway
                                    Suite 101
                               Kalamazoo, MI 49008


                         REPORT OF INDEPENDENT AUDITORS

To the Partners
Briar Crest Apartments II

We have audited the  accompanying  balance sheets of Briar Crest  Apartments II,
FHA Project No.  047-44087  LDP/SUP (a limited  partnership)  as of December 31,
2001 and 2000, and the related  statements of  operations,  changes in partners'
equity, and cash flows for the years then ended. These financial  statements are
the responsibility of the project's management. Our responsibility is to express
an opinion on these financial statements based on our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the United States of America and Government Auditing Standards, issued by the
Comptroller  General of the United States.  Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit in cludes examining, on a
test basis,  evidence  supporting the amounts and  disclosures in the finan cial
statements.  An audit also includes assessing the accounting principles used and
significant  estimates  made by  management,  as well as evaluating  the overall
financial  statement  presentation.   We  believe  that  our  audits  provide  a
reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material respects, the financial position of Briar Crest Apartments II as of
December 31, 2001 and 2000,  and the results of its  operations,  its changes in
partners'  equity and its cash flows for the years then ended in conformity with
accounting principles generally accepted in the United States of America.

In accordance with Government Auditing  Standards,  we have also issued a report
dated January 16, 2002 on our  consideration of the project's  internal controls
and a report dated January 16, 2002 on its compliance with laws and regulations.
These  reports are an integral  part of an audit  performed in  accordance  with
Government Auditing Standards and should be read in conjunction with this report
in considering the results of our audit.

Our audits  were  conducted  for the  purpose of forming an opinion on the basic
financial statements taken as a whole. The supplementary information included in
the report is  presented  for the purpose of  additional  analysis  and is not a
required part of the basic  financial  statements of Briar Crest  Apartments II.
Such  information has been subjected to the auditing  procedures ap plied in the
audits of the basic financial  statements and, in our opinion,  is fairly stated
in all mate rial  respects in relation to the  financial  statements  taken as a
whole.

/s/ Jansen, Furgason & Valk, PC


January 16, 2002



<PAGE>



                           Jansen, Furgason & Valk, PC
                            555 W. Crosstown Parkway
                                    Suite 101
                               Kalamazoo, MI 49008


                         REPORT OF INDEPENDENT AUDITORS

To the Partners
Briar Hills Townhouses

We have audited the accompanying  balance sheets of Briar Hills Townhouses,  FHA
Project No.  047-44090  LDP/SUP (a limited  partnership) as of December 31, 2001
and 2000, and the related statements of operations, changes in partners' equity,
and cash flows for the years then  ended.  These  financial  statements  are the
responsibility of the project's management.  Our responsibility is to express an
opinion on these financial statements based on our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the United States of America and Government Auditing Standards, issued by the
Comptroller  General of the United States.  Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting the amounts and  disclosures in the finan cial
statements.  An audit also includes assessing the accounting principles used and
significant  estimates  made by  management,  as well as evaluating  the overall
financial  statement  presentation.   We  believe  that  our  audits  provide  a
reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material  respects,  the financial  position of Briar Hills Townhouses as of
December 31, 2001 and 2000,  and the results of its  operations,  its changes in
partners'  equity and its cash flows for the years then ended in conformity with
auditing standards generally accepted in the United States of America.

In accordance with Government Auditing  Standards,  we have also issued a report
dated January 16, 2002 on our  consideration of the project's  internal controls
and a report dated January 16, 2002 on its compliance with laws and regulations.
These  reports are an integral  part of an audit  performed in  accordance  with
Government Auditing Standards and should be read in conjunction with this report
in considering the results of our audit.

Our audits  were  conducted  for the  purpose of forming an opinion on the basic
financial statements taken as a whole. The supplementary information included in
the report is  presented  for the purpose of  additional  analysis  and is not a
required part of the basic financial statements of Briar Hills Townhouses.  Such
information has been subjected to the auditing  procedures applied in the audits
of the basic financial  statements and, in our opinion,  is fairly stated in all
material respects in relation to the financial statements taken as a whole.

/s/ Jansen, Furgason & Valk, PC


January 16, 2002



<PAGE>



                         ROLAND ROOS & COMPANY
                      ---------------------------
                      Certified Public Accountant

Roland M. Roos, CPA     1785 North Fine Avenue                Member
    _________          Fresno, California 93727        American Institute of
  Mike Alvaraz              (559) 252-9497          Certified Public Accountants
  Heidi M. Roos           FAX (559) 252-4891           California Society of
                    E-mail:rroosandco@hotmail.com   Certified Public Accountants

                          INDEPENDENT AUDITOR'S REPORT

To the Partners
Glen Agnes Associates
Fresno, California

We have audited the  accompanying  balance  sheets of Glen Agnes  Associates,  a
limited  partnership DBA Glen Agnes, CHFA Project No. 75-123-N as for the eleven
months ended  November  30, 2001 and the year ended De cember 31, 2000,  and the
related statements of operations,  changes in partners' capital  (deficit),  and
cash  flows.   These  financial   statements  are  the   responsibility  of  the
Partnership's  management.  Our responsibility is to express an opinion on these
financial statements based on our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the United States of America and Government  Auditing Standards issued by the
Comptroller General of the United States.  Those standards re quire that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  An audit also includes assessing the accounting principles used and
signifi cant  estimates  made by  management,  as well as evaluating the overall
financial  statement  presentation.   We  believe  that  our  audits  provide  a
reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material  respects,  the financial position of Glen Agnes Associates for the
eleven months ended  November 30, 2001 and the year ended December 31, 2000, and
the results of its operations,  changes in partners'  capital (deficit) and cash
flows in conformity with accounting  principles generally accepted in the United
States of America.

Our audits  were  conducted  for the  purpose of forming an opinion on the basic
financial statements taken as a whole. The accompany  supplementary  information
shown on pages 12 to 16 is presented for purposes of additional  analysis and is
not a required part of the basic financial statements. Such information has been
subjected to the auditing procedures applied in the audit of the basic financial
statements  and, in our opinion,  is fairly  stated in all material  respects in
relation to the basic financial statements taken as a whole.

In accordance  with Government  Auditing  Standards we have also issued a report
dated January 30, 2002, on our  consideration of Glen Agnes Associates  internal
controls and a report  dated  January 30, 2002 on its  compliance  with laws and
regulations.  Those  reports  are an  integral  part of an  audit  performed  in
accordance with Government Au diting Standards and should be read in conjunction
with this report in considering the results of our audit.

Fresno, California
January 30, 2002

Roland M Roos


<PAGE>
                        MUELLER, PROST, PURK & WILLBRAND
                           1034 S. Brentwood Boulevard
                                   Suite 1700
                               St. Louis, MO 63117

To the Partners
Heritage Estates I Limited Partnership
St. Louis, Missouri


                          INDEPENDENT AUDITORS' REPORT

We have audited the  accompanying  balance  sheet of Heritage  Estates I Limited
Partnership (A Missouri Limited Partnership),  HUD Project No. 085-35179-PM (the
"Partnership")  as of De cember 31, 2001,  and the related  statements of profit
and loss, changes in partners' capital,  and cash flows for the year then ended.
These  financial  statements  are  the  responsibility  of  the  Part  nership's
management.  Our  responsibility  is to express  an  opinion on these  financial
statements based on our audit.

We conducted  our audit in  accordance  with U.S.  generally  accepted  auditing
standards and U.S.  Government  Auditing  Standards,  issued by the  Comptroller
General of the United States.  Those standards  require that we plan and perform
the audit to obtain reasonable  assurance about whether the financial statements
are free of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements.  An
audit also includes  assessing the accounting  principles  used and  significant
estimates  made by  management,  as well as  evaluating  the  overall  financial
statement  presentation.  We believe that our audit pro vides a reasonable basis
for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material  respects,  the  financial  position of Heritage  Estates I Limited
Partnership as of December 31, 2001, and the results of its operations,  changes
in partners'  capital and cash flows for the year then ended in conformity  with
U.S. generally accepted accounting principles.

In accordance with U.S. Government Auditing Standards and the Consolidated Audit
Guide for Audits of HUD Programs  issued by the U.S.  Department  of Housing and
Urban  Development,  we have also issued a report dated January 18, 2002, on our
consideration of Heritage Estates I Lim ited Partnership's  internal control and
reports  dated January 18, 2002, on its  compliance  with specific  requirements
applicable to major HUD programs,  and specific requirements  applicable to Fair
Housing and  Non-Discrimination.  Those reports are an integral part of an audit
performed in accordance with U.S.  Government  Auditing  Standards and should be
read in conjunction with this report in considering the results of our audit.


<PAGE>



Our audit was  conducted  for the  purposes  of  forming an opinion on the basic
financial  statements taken as a whole. The  accompanying  supplemental  data as
listed in the  accompanying  table of  contents  is  presented  for  purposes of
additional  analysis  and  is  not a  required  part  of the  basis  fi  nancial
statements of the Project.  Such  information has been subjected to the auditing
procedures  applied in the audit of the basic  financial  statements and, in our
opinion,  is fairly stated, in all ma terial respects,  in relation to the basic
financial statements taken as a whole.


Mueller, Prost, Purk & Willbrand, CPA

St. Louis, MO                                      Certified Public Accountants
January 18, 2002





<PAGE>
                        MUELLER, PROST, PURK & WILLBRAND
                           1034 S. Brentwood Boulevard
                                   Suite 1700
                               St. Louis, MO 63117

To the Partners
Heritage Estates Associates Phase II
St. Louis, Missouri


                          INDEPENDENT AUDITORS' REPORT

We have audited the accompanying  balance sheet of Heritage  Estates  Associates
Phase II (A Missouri Limited  Partnership),  HUD Project No.  085-35193-PM  (the
"Partnership") as of De cember 31, 2001 and 2000, and the related  statements of
profit and loss, changes in partners' cap ital, and cash flows for the year then
ended.  These financial  statements are the  responsibility of the Partnership's
management.  Our  responsibility  is to express  an  opinion on these  financial
statements based on our audit.

We conducted  our audit in  accordance  with U.S.  generally  accepted  auditing
standards and U.S.  Government  Auditing  Standards,  issued by the  Comptroller
General of the United States.  Those standards  require that we plan and perform
the audit to obtain reasonable  assurance about whether the financial statements
are free of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements.  An
audit also includes  assessing the accounting  principles  used and  significant
estimates  made by  management,  as well as  evaluating  the  overall  financial
statement  presentation.  We believe that our audit pro vides a reasonable basis
for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material  respects,  the financial  position of Heritage Estates  Associates
Phase II as of December  31, 2001 and 2000,  and the results of its  operations,
changes  in  partners'  capital  and  cash  flows  for the  year  then  ended in
conformity with U.S. generally accepted accounting principles.

In accordance with U.S. Government Auditing Standards and the Consolidated Audit
Guide for Audits of HUD Programs  issued by the U.S.  Department  of Housing and
Urban  Development,  we have also issued a report dated January 18, 2002, on our
consideration  of Heritage  Estates Asso ciates Phase II's internal  control and
reports dated January 18, 2002, on its  compliance  with spe cific  requirements
applicable to major HUD programs,  and specific requirements  applicable to Fair
Housing and  Non-Discrimination.  Those reports are an integral part of an audit
performed in accordance with U.S.  Government  Auditing  Standards and should be
read in conjunction with this report in considering the results of our audit.


<PAGE>



Our audit was  conducted  for the  purpose  of  forming  an opinion on the basic
financial  statements taken as a whole. The  accompanying  supplemental  data as
listed in the  accompanying  table of  contents  is  presented  for  purposes of
additional analysis and is not a required part of the basic financial statements
of the  Partnership.  Such  information  has been  subjected to the auditing pro
cedures  applied  in the audit of the basic  financial  statements  and,  in our
opinion,  is fairly stated, in all material  respects,  in relation to the basic
financial statements taken as a whole.


Mueller, Prost, Purk & Willbrand, CPA

St. Louis, MO                                      Certified Public Accountants
January 18, 2002




<PAGE>

                           BROWDER & ASSOCIATES, P.C.

                          CERTIFIED PUBLIC ACCOUNTANTS
                      2320 HIGHLAND AVENUE SOUTH, SUITE 290
                         BIRMINGHAM, ALABAMA 35205-2900
                              --------------------
                            TELEPHONE (205) 933-6855
                            FACSIMILE (205) 930-9486
Member of:
  Alabama Society of CPA's
  American Institute of CPAs
  Private Companies Practice Section
  SEC Practice Section


                          Independent Auditor's Report

To the Partners of
Highland Manor                                         HUD Field Office Director
Birmingham, Alabama                                               Birmingham, AL

We have audited the accompanying  balance sheet of Highland Manor (the Project),
Project  No.  062-35147-PM-EC-  WAH, as of December  31,  2001,  and the related
statements of profit and loss, changes in owners' equity, and cash flows for the
years then ended.  These  financial  statements  are the  responsibility  of the
Project's  management.  Our  responsibil  ity is to  express an opinion on these
financial statements based on our audit.

We conducted  our audit in  accordance  with U.S.  generally  accepted  auditing
standards and Government  Auditing Stan dards issued by the Comptroller  General
of the United States.  Thos standards require that we plan and perform the audit
to obtain reasonable  assurance about whether the financial  statements are free
of  material  misstatement.  An  audit in  cludes  examining,  on a test  basis,
evidence supporting the amounts and disclosures in the financial statements.  An
audit also includes  assessing the accounting  principles  used and  significant
estimates  made by  management,  as well as evaluat  ing the  overall  financial
statement  presentation.  We believe that our audit provides a reasonable  basis
for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material respects,  the financial position of the Project as of December 31,
2001 and the results of its operations, changes in owners' equity and cash flows
for the year then ended in conformity with U.S.  generally  accepted  accounting
principles.

In accordance  with Government  Auditing  Standards and the  Consolidated  Audit
Guide for Audits of HUD Programs  issued by the U.S.  Department  of Housing and
Urban  Development,  we have also issued a report  dated  January 9, 2002 on our
consideration  of the Project's  internal  controls and reports dated January 9,
2002 on its  compliance  with  laws  and  regulations  applicable  to the  basic
financial statements, specific requirements applicable to the major HUD program,
specific  requirements  applicable  to the nonmajor  HUD  program,  and specific
requirements  applicable  to Fair  Housing  and  Non-Discrimination."  "specific
requirements  applicable  to the major HUD program,  and  specific  requirements
appli  cable  to Fair  Housing  and  Non-Discrimination."  specific  requirement
applicable  to the major HUD program,  specific  requirements  applicable to the
nonmajor HUD program, and specific  requirements  applicable to Fair Housing and
Non- Discrimination. Those reports are an integral part of an audit performed in
accordance with Government Auditing Stan dards and should be read in conjunction
with this report in considering the results of our audit.

Our audit was  conducted  for the purpose of forming an opinion on th  financial
statements  taken as a whole.  The supple  mental  information  included  in the
report is presented for the purpose of additional analysis and is not a required
part of the basic financial statements of the Project.  Such information ha been
subjected to the auditing procedures applied in the audit of the basic financial
statements  and, in our opinion,  is fairly  stated in all material  respects in
relation to the financial statements taken as a whole.

Browder & Associates, P.C.

Birmingham, Alabama                      Federal Employer Identification Number:
January 9, 2002                                                       63-0986156

Audit Principal:  E.O. Browder, Jr.
<PAGE>

                           BROWDER & ASSOCIATES, P.C.

                          CERTIFIED PUBLIC ACCOUNTANTS
                      2320 HIGHLAND AVENUE SOUTH, SUITE 290
                         BIRMINGHAM, ALABAMA 35205-2900
                              --------------------
                            TELEPHONE (205) 933-6855
                            FACSIMILE (205) 930-9486
Member of:
  Alabama Society of CPA's
  American Institute of CPAs
  Private Companies Practice Section
  SEC Practice Section


                          Independent Auditor's Report

To the Partners of
Highland Manor                                         HUD Field Office Director
Birmingham, Alabama                                               Birmingham, AL

We have audited the accompanying  balance sheet of Highland  Manor(th  Project),
Project  No.  062-35147-PM-EC-  WAH, as of December  31,  2000,  and the related
statements of profit and loss, changes in owners' equity, and cash flows for the
years then ended.  These  financial  statements  are the  responsibility  of the
Project's  management.  Our  responsibil  ity is to  express an opinion on these
financial statements based on our audit.

We conducted  our audit in  accordance  with U.S.  generally  accepted  auditing
standards and Government  Auditing Stan dards issued by the Comptroller  General
of the United States.  Thos standards require that we plan and perform the audit
to obtain reasonable  assurance about whether the financial  statements are free
of  material  misstatement.  An  audit in  cludes  examining,  on a test  basis,
evidence supporting the amounts and disclosures in the financial statements.  An
audit also includes  assessing the accounting  principles  used and  significant
estimates  made by  management,  as well as evaluat  ing the  overall  financial
statement  presentation.  We believe that our audit provides a reasonable  basis
for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material respects,  the financial position of the Project as of December 31,
2000 and the results of its operations, changes in owners' equity and cash flows
for the year then ended in conformity with U.S.  generally  accepted  accounting
principles.

In accordance  with Government  Auditing  Standards and the  Consolidated  Audit
Guide for Audits of HUD Programs  issued by the U.S.  Department  of Housing and
Urban  Development,  we have also issued a report dated  January 11, 2001 on our
consideration of the Project's  internal  controls and reports dated January 11,
2001 on its  compliance  with  laws  and  regulations  applicable  to the  basic
financial statements,  specific requirements  applicable to the nonmajor HUD pro
gram." and specific  requirements  applicable  to the nonmajor HUD program." and
specific requirements  applicable to the nonmajor HUD program. Those reports are
an integral part of an audit  performed in accordance  with Government Au diting
Standards and should be read in conjunction  with this report in considering the
results of our audit.

Our audit was  conducted  for the purpose of forming an opinion on th  financial
statements  taken as a whole.  The supple  mental  information  included  in the
report is presented for the purpose of additional analysis and is not a required
part of the basic financial statements of the Project.  Such information ha been
subjected to the auditing procedures applied in the audit of the basic financial
statements  and, in our opinion,  is fairly  stated in all material  respects in
relation to the financial statements taken as a whole.

Browder & Associates, P.C.

Birmingham, Alabama                      Federal Employer Identification Number:
January 11, 2001                                                     63-0986156


<PAGE>
                           Jansen, Furgason & Valk, PC
                            555 W. Crosstown Parkway
                                    Suite 101
                            Kalamazoo, MI 49008-1967


                         REPORT OF INDEPENDENT AUDITORS

To the Partners
Indian Hills Townhouses

We have audited the accompanying balance sheets of Indian Hills Townhouses,  FHA
Project No.  047-44097  LDP/SUP (a limited  partnership) as of December 31, 2001
and 2000, and the related statements of operations, changes in partners' equity,
and cash flows for the years then ended.  These financial  statements are the re
sponsibility of the project's  management.  Our  responsibility is to express an
opinion on these financial state ments based on our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the United States of America and Government Auditing Standards, issued by the
Comptrolle  General of the United States.  Those standards  require that we plan
and perform the audit to obtain  reasonable  assurance  about  whether the finan
cial statements are free of material  misstatement.  An audit include examining,
on a test  basis,  evidence  sup porting  the  amounts  and  disclosures  in the
financial  statements.   An  audit  also  includes  assessing  the  account  ing
principles  used  and  significant  estimates  made  by  management,  a well  as
evaluating the overall  financial  statement  presentation.  We believe that our
audits provide a reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material  respects,  the financial position of Indian Hills Townhouses as of
December 31, 2001 and 2000,  and the results of its  operations,  its changes in
partners'  equity and its cash flows for the years then ended in conformity with
accounting princi ples generally accepted in the United States of America.

In accordance with Government Auditing  Standards,  we have also issued a report
dated January 16, 2002 on our  consideration of the project's  internal controls
and a report dated January 16, 2002 on its compliance with laws and regulations.
These  reports are an integral  part of an audi  performed  in  accordance  with
Government Auditing Standards and should be read in conjunction with this report
in considering the results of our audit.

Our audits  were  conducted  for the  purpose of forming an opinion on the basic
financial statements taken as a whole. The supplementary information included in
the report is  presented  for the purpose of  additional  analy sis and is not a
required part of the basic financial statements of Indian Hills Townhouses. Such
information has been subjected to the auditing  procedures applied in the audits
of the basic financial  statements and, in our opinion,  is fairly stated in all
material respects in relation to the financial statements taken as a whole.

                                   /s/ Jansen, Furgason & Valk, PC


January 16, 2002

<PAGE>
Carney, Roy and Gerrol, P.C.
35 Cold Spring Road
Suite 412
Rocky Hill, CT  06067
(860) 721-5786


The Partners
Kapetan Associates
Project No. 017-38025

                          INDEPENDENT AUDITORS' REPORT

We have audited the  accompanying  balance sheets of Kapetan  Associates,  as of
December 31, 2001 and 2000,  and the related  statements  of income,  changes in
partners'  capital and cash flows for each of the two years in the period  ended
December 31, 2001.  These  financial  statements are the  responsibility  of the
Project's  management.  Our  responsibility  is to  express  an opinion on these
financial statements based on our audit.

We  conducted  our  audits  in  accordance  with  generally   accepted  auditing
standards, and Government Au diting Standards, issued by the Comptroller General
of the United States. Those standards require that we plan and perform the audit
to obtain reasonable  assurance about whether the financial  statements are free
of material misstatement. An audit includes examining, on a test basis, evidence
supporting  the amounts and  disclosures in the financial  statements.  An audit
also includes assessing the accounting principles used and significant estimates
made by  management,  as well as  evaluating  the overall  finan cial  statement
presentation.  We believe  that our audit  provides a  reasonable  basis for our
opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material respects, the fi nancial position of Kapetan Associates at December
31, 2001 and 2000,  and the results of its operations and cash flows for each of
the two years in the period  ended  December 31, 2001,  in  conformity  with gen
erally accepted accounting principles.

In accordance with Government  Auditing  Standards,  and the Consolidated  Audit
Guide for Audits of HUD Programs  issued by the U.S.  Department  of Housing and
Urban  Development,  we have also issued a report dated January 30, 2002, on our
consideration of Kapetan Associates internal control structure and reports dated
January 30, 2002,  on its  compliance  with specifi  requirements  applicable to
major HUD  programs  and specific  requirements  applicable  to Fair Housing and
Non-Discrimination.  Those reports are an integral part of an audit performed in
accordance with Government  Auditing Standards and should be read in conjunction
with this report in considering the results of our audit.

Our audits  were  conducted  for the  purpose of forming an opinion on the basic
financial statements taken as a whole. The supplementary  information  contained
in Schedules through 6 is presented for the pur pose of additional  analysis and
is not a required part of the financial  statements.  Such  information has been
subjected  to the  auditing  procedures  applied  in the audit of the  financial
statements and, in our opinion,  the supplementary  information is fairly stated
in all material respects in relation to the basic financial  statements taken as
a whole.

Carney, Roy and Gerrol, P.C.

Rocky Hill, Connecticut
January 30, 2001


<PAGE>

                           BROWDER & ASSOCIATES, P.C.

                          CERTIFIED PUBLIC ACCOUNTANTS
                      2320 HIGHLAND AVENUE SOUTH, SUITE 290
                         BIRMINGHAM, ALABAMA 35205-2900
                              --------------------
                            TELEPHONE (205) 933-6855
                            FACSIMILE (205) 930-9486
Member of:
  Alabama Society of CPA's
  American Institute of CPAs
  Private Companies Practice Section
  SEC Practice Section


                          Independent Auditor's Report

To the Partners of
Lakewood Apartments
Eufaula, Alabama                                            RECD State Director

We have  audited the  accompanying  balance  sheet of Lakewood  Apartments  (the
Project),  Project No. 01-03-1331968,  as of December 31, 2001 and 2000, and the
related  statements of operations,  changes in partners' equity,  and cash flows
for the years then ended.  These financial  statements are the responsibility of
the Project's  management.  Our responsibility is to express an opinion on these
financial statements based on our audit.

We conducted  our audit in  accordance  with U.S.  generally  accepted  auditing
standards and Government  Auditing Stan dards issued by the Comptroller  General
of the United  States,  and the U. S.  Department of  Agriculture,  Farmers Home
Administration  Audit Program.  Those standards require that we plan and perform
the audit to obtain reasonable assur ance about whether the financial statements
are free of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements.  An
audit also includes  assessing the accounting  principles  used and  significant
estimates  made by  management,  as well as  evaluating  the  overall  financial
statement  presentation.  We believe that our audits provide a reasonable  basis
for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material respects,  the financial position of the Project as of December 31,
2001 and 2000, and the results of it operations, changes in partners' equity and
cash flows for the years then ended in conformity with U.S.  generally  accepted
accounting principles.

In accordance with Government  Auditing Standards we have also issue our reports
dated January 9, 2002 on our consid eration of the Project's  internal  controls
and  on its  compliance  with  laws  and  regulations  applicable  to the  basic
financial statements. Those reports are an integral part of an audit performe in
accordance with Government  Auditing Standards and should be read in conjunction
with this report in considering the results of our audit.

Our audit was  conducted  for the purpose of forming an opinion on th  financial
statements  taken as a whole.  The supple  mental  information  included  in the
report are  presented  for the  purpose  of  additional  analysis  and are not a
required part of the basic financial statements of the Project. Such information
has been subjected to the auditing  procedures applied in the audit of the basic
financial  statements  and, in our  opinion,  is fairly  stated in all  material
respects in relation to the financial statements taken as a whole.

Browder  & Associates, P.C.

Birmingham, Alabama                      Federal Employer Identification Number:
January 9, 2002                                                      63-0986156

Audit Principal: E.O. Browder, Jr.


<PAGE>

                          INDEPENDENT AUDITORS' REPORT

To the Partners
  Meadowlanes-II Associates Limited
    Dividend Housing Association

     We have audited the accompanying balance sheet of Meadowlanes-II Associates
Limited Dividend  Housing  Association (A Michigan  Limited  Partnership),  MSHD
Development No. 38, as of December 31, 2001 and the related statements of profit
and  loss,  partners'  equity  and cash  flows for the year  then  ended.  These
financial  statements are the  responsibility  of the partnership's man agement.
Our responsibility is to express an opinion on these financial  statements based
on our au dit.

     We conducted our audit in  accordance  with  auditing  standards  generally
accepted in the United  States of America  and  Government  Auditing  Standards,
issued by the Comptroller General of the United States.  Those standards require
that we plan and perfor the audit to obtain  reasonable  assurance about whether
the financial statements are free of material  misstatement.  An audit in cludes
examining,  on a test basis,  evidence supporting the amounts and disclosures in
the  financial  statements.  An audit also  includes  assessing  the  accounting
principles  used  and  significant  estimates  made  by  management,  as well as
evaluating the overall  financial  statement  presentation.  We believe that our
audit provides a reasonable basis for our opinion.

     In our opinion, such financial statements referred to above present fairly,
in all material respects,  the financial  position of Meadowlanes-II  Associates
Limited  Dividend  Housing  Associa  tion (A Michigan  Limited  Partnership)  at
December  31,  2001,  and the results of its  operations,  changes in  partners'
equity and its cash flows for the year then ended, in conformity with accounting
principles generally accepted in the United States of America.

     In accordance with  Government  Auditing  Standards,  we have also issued a
report dated January 22, 2002 on our consideration of Meadowlanes-II  Associates
Limited  Dividend  Housing As  sociation's  internal  control and a report dated
January 22, 2002 on its compliance with laws and reg ulations  applicable to the
financial statements.  Those reports are an integral part of an audit per formed
in  accordance  with  Government  Auditing  Standards  and  should  be  read  in
conjunction with this report in considering the results of our audit.


<PAGE>




     Our audit was made for the  purpose  of  forming  an  opinion  on the basic
financial statements taken as a whole. The supplemental  information on pages 20
through 23 is  presented  for  purposes  of addi  tional  analysis  and is not a
required  part of the basic  financial  statements.  Such  information  has been
subjected to the auditing procedures applied in the audit of the basic financial
statements  and, in our opinion,  is fairly  stated in all material  respects in
relation to the basic financial statements taken as a whole.


      /s/ Reznick Fedder & Silverman

Bethesda, Maryland
January 22, 2002





<PAGE>
                          INDEPENDENT AUDITORS' REPORT

To the Partners
Meadowlanes-II Associates Limited
  Dividend Housing Association

     We have audited the accompanying balance sheet of Meadowlanes-II Associates
Limited Dividend  Housing  Association (A Michigan  Limited  Partnership),  MSHD
Development No. 38, as of December 31, 2000 and the related statements of profit
and loss (on HUD Form No. 92410),  part ners' equity and cash flows for the year
then  ended.   These  financial   statements  are  the   responsibility  of  the
partnership's  management.  Our responsibility is to express an opinion on these
financial statements based on our audit.

     We conducted  our audit in  accordance  with  generally  accepted  auditing
standards and Government Auditing  Standards,  issued by the Comptroller General
of the United States. Those standards require that we plan and perform the audit
to obtain reasonable  assurance about whether the financial  statements are free
of material misstatement. An audit includes examining, on a test basis, evidence
supporting  the amounts and  disclosures in the financial  statements.  An audit
also includes assessing the accounting principles used and significant estimates
made by  management,  as well as  evaluating  the  overall  financial  statement
presentation.  W believe  that our audit  provides  a  reasonable  basis for our
opinion.

     In our opinion, such financial statements referred to above present fairly,
in all material respects,  the financial  position of Meadowlanes-II  Associates
Limited  Dividend  Housing  Associa  tion (A Michigan  Limited  Partnership)  at
December  31,  2000,  and the results of its  operations,  changes in  partners'
equity and its cash flows for the year then ended,  in conformity with generally
accepted accounting principles.

     In accordance with  Government  Auditing  Standards,  we have also issued a
report dated January 30, 2001 on our consideration of Meadowlanes-II  Associates
Limited  Dividend  Housing As  sociation's  internal  control and a report dated
January 30, 2001 on its compliance with laws and reg ulations  applicable to the
financial statements.  Those reports are an integral part of an audit per formed
in  accordance  with  Government  Auditing  Standards  and  should  be  read  in
conjunction with this report in considering the results of our audit.



<PAGE>

     Our audit was made for the  purpose  of  forming  an  opinion  on the basic
financial state ments taken as a whole. The supplemental information on pages 19
through  22 is  presented  for pur  poses of  additional  analysis  and is not a
required  part of the basi  financial  statements.  Such  infor  mation has been
subjected to the auditing procedures applied in the audit of the basic financial
state ments and, in our opinion,  is fairly  stated in all  material  respect in
relation to the basic financial statements taken as a whole.


      /s/ Reznick Fedder & Silverman


Bethesda, Maryland
January 30, 2001


<PAGE>


                          INDEPENDENT AUDITOR'S REPORT


To the Partners
Pebble Valley Housing Partners Limited Partnership
Madison, Wisconsin

We  have   audited   the   accompanying   balance   sheet  of  HUD  Project  No.
075-35310-PM/L8  of Pebble Valley  Housing  Partners  Limited  Partnership as of
Decembe 31, 2001, and the related statements of loss, partners' deficit and cash
flows for th year then ended. These financial  statements are the responsibility
of the partnership's management. Our responsi bility is to express an opinion on
these  financial  statements  based on our audit.  The finan cial  statements of
Pebble Valley Housing Partners Limited  Partnership as of and for the year ended
December 31, 2000, were audited by other  accountants whose report dated January
11, 2001, expressed an unqualified opinion on those statements.

We conducted our audit in accordance with auditing standards  generally accepted
in the United States of America and Government  Auditing  Standards issued b the
Comptroller  General of the United States.  Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  An audit also includes assessing the accounting principles used and
significant  estimates  made by  management,  as well as evaluating  the overall
financial statement presentation. We believ that our audit provides a reasonable
basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material re spects, the financial position of Pebble Valley Housing Partners
Limited  Partnership as of December 31, 2001, and the results of its operations,
changes  in  partners'  deficit  and its cash  flows for the year then  ended in
conformity with accounting  principles  generally ac cepted in the United States
of America.


<PAGE>




In accordance  with Government  Auditing  Standards and the  Consolidated  Audit
Guide for Audits of HUD Programs  issued by the U.S.  Department  of Housing and
Urban  Develop  ment, we have also issued a report dated January 17, 2002 on our
consideration of Pebble Valley Housing Partners Limited  Partnership's  internal
controls;  an reports  dated  January 17, 2002 on its  compliance  with specific
requirements   applicable  to  major  HUD  programs  and  specific  requirements
applicable  to Fair  Housing  and Non-  Discrimination.  Those  re ports  are an
integral part of an audit in accordance  with Governmen  Auditing  Standards and
the  Consolidated  Audit Guide for Audits of HUD  Programs and should be read in
conjunction with this report in considering the results of our audit.



January 17, 2002           Suby, Von Haden & Associates, S.C.

Audit firm:  Suby, Von Haden & Associates, S.C.
Lead auditor:  Glen E. Weyenberg, CPA
Title:  Principal
ID #39-1203191
E-mail:  weyenbergg@sva.com


<PAGE>

                              REPORT OF INDEPENDENT
                          CERTIFIED PUBLIC ACCOUNTANTS



Partners
Pebble Valley Housing Partners

We have  audited  the  accompanying  balance  sheets  of Pebble  Valley  Housing
Partners (a Wisconsin limited partnership),  HUD Project No.  075-35310-PM/L8 as
of December 31, 2000 and 1999, and the related statements of operations, deficit
in  partners'  equity and cash flows for the years then ended.  These  financial
statements  are  the   responsibilit  of  the  partnership's   management.   Our
responsibility  is to express an opinion on these financial  statements based on
our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the United States of America and Government  Auditing Standards issued by the
Comptroller  General of the United States of America.  Those  standards  require
that we plan and perform the audit to obtain rea sonable assurance about whether
the financial  statements are free o material  misstatement.  An au dit includes
examining,  on a test basis,  evidence supporting the amounts and disclosures in
the finan cial  statements.  An audit also  includes  assessing  the  accounting
principles  used and  significant  esti  mates  made by  management,  as well as
evaluating the overall  financial  statement  presentation.  We believe that our
audits provide a reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material respects, the financial position of Pebble Valley Housing Partners,
HUD  Project No.  075035310-PM/L8  as of  December  31,  2000 and 1999,  and the
results  of its  operations  and its cash  flows for the years  then  ended,  in
conformity with accounting principles generally accepted in the United States of
America.

In accordance with Government  Auditing  Standards,  we have also issued reports
dated January 11, 2001, on our  consideration of Pebble Valley Housing Partners'
internal  controls  and on its  compli  ance  with laws and  regulations.  Those
reports  are an  integral  part  of an  audit  performed  in  accor  dance  with
Government Auditing Standards and should be read in conjunction with this report
in considering the results of our audit.

/s/ Grant Thornton LLP

Madison, Wisconsin
January 11, 2001


<PAGE>


Elko & Associates Ltd


                          INDEPENDENT AUDITORS' REPORT


Victorian Towers Associates
  Camden, New Jersey

     We have  audited  the  accompanying  balance  sheets  of  Victorian  Towers
Associates  (a limited  partnership)  as of  December  31, 2001 and 2000 and the
related statements of income,  partners' capital  (deficit),  and cash flows for
each of the two years in the period ended  December 31,  2001.  These  financial
statements are the responsibility of the Partnership's management.  Our responsi
bility is to express an opinion on these  financial  statements  based on our au
dits.

     We conducted our audits in accordance  with  auditing  standards  generally
accepted in the United States of America,  and  Government  Auditing  Standards,
issued by the Comptroller General of the United States.  Those standards require
that we plan and perform the audits to obtain reasonable assurance about whether
the financial  statements are free of material  misstatement.  An audit includes
examining,  on a test basis,  evidence supporting the amounts and disclosures in
the financial  statements.  An audit also includes assessing the accounting prin
ciples used and the significant estimates made by management, as well as evaluat
ing the overall  financial  statement  presentation.  We believe that our audits
provide a reasonable basis for our opinion.

     In our opinion,  the financial statements referred to above present fairly,
in all material respects,  the financial position of Victorian Towers Associates
as of December 31, 2001 and 2000, and the results of its operations and its cash
flows  for each of the two years in the  period  ended  December  31,  2001,  in
conformity with accounting  principles generally accepted i the United States of
America.

     Our  audits  were  conducted  for the  purpose of forming an opinion on the
basic financial  statements taken as a whole.  The  supplemental  information in
cluded in the report (shown on pages 13 to 27) is presented for additional analy
sis and is not a required part of the basic  financial  statements.  This supple
mental information is the responsibility of the Partnership's  management.  Such
information has been subjected to the auditing  procedures  applied i our audits
of the basic financial  statements and, in our opinion, is fairly stated, in all
material  respects,  in relation to the basic  financial  statements  taken as a
whole.

     In accordance with  Government  Auditing  Standards,  we have also issued a
report dated January 15, 2002 on our  consideration  of Victorian  Towers Associ
ates'  internal  controls and reports dated  January 15, 2002 on its  compliance
with laws and regulations.

              by:/s/Elko & Associates Ltd

January 15, 2002



<PAGE>

Reitberger, Pollekoff & Kozak, P.C.
8133 Leesburg Pike
Suite 550
Vienna, VA

                          INDEPENDENT AUDITORS' REPORT

To the Partners
VILLA MIRAGE I
(A Limited Partnership)
San Bernardino, California


We have  audited the  accompanying  balance  sheet of Villa  Mirage I (A Limited
Partnership),  Cali fornia Housing Finance Agency Development Number 83-12-S, as
of December 31,  2001,  and the related  statements  of  operations,  changes in
partners'  deficit,  and cash  flows for the year then  ended.  These  financial
statements  are  the  responsibility  of  the  partnership's   management.   Our
responsibil ity is to express an opinion on these financial  statements based on
our audit.

We conducted our audit in accordance with auditing standards  generally accepted
in the United States of America and Government Auditing Standards, issued by the
Comptroller  General of the United States.  Those standards require that we plan
and  perform  th  audits to obtain  reasonable  as  surance  about  whether  the
financial  statements  are free of  material  misstatement.  An  audit  includes
examining,  on a test basis,  evidence supporting the amounts and disclosures in
the  financial  state ments.  An audit also includes  assessing  the  accounting
principles  used  and  significant  estimates  made  by  management,  as well as
evaluating the overall  financial  statement  presentation.  We believe that our
audit provides a reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all  material  respects,  the  financial  position of Villa  Mirage I (A Limited
Partnership), California Housing Finance Agency Development Number 83-12-S as of
December  31,  2001,  and the  results  of its  operations  and the  changes  in
partners'  deficit  and cash  flows for the year then ended in  conformity  with
accounting principles generally accepted in the United States of America.

In accordance with Government  Auditing  Standards,  we have also issued reports
dated  January  16, 2002 on our  consideration  of Village  Mirage I's  internal
control structure and on its compliance with specific requirements applicable to
major  HUD  programs,   affirmative  fair  housing,  and  laws  and  regulations
applicable to the financial statements.



                     Reitberger, Pollekoff & Kozak, P.C.


Vienna, Virginia
January 16, 2002,

Lead Auditor:  Robert Kozak     EIN:  54-1639552

<PAGE>






                          INDEPENDENT AUDITORS' REPORT


To the Partners
VILLA MIRAGE I
(A Limited Partnership)
San Bernardino, California

We have  audited the  accompanying  balance  sheet of Villa  Mirage I (A Limited
Partnership),  Cali fornia Housing Finance Agency Development Number 83-12-S, as
of December  31,  2000,  and the related  statements  of  operation,  changes in
partners'  deficit,  and cash  flows for the year then  ended.  These  financial
statements are the responsibility of the partnershis management. Our responsibil
ity is to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with generally  accepted auditing standards
and Government  Auditing  Standards,  issued by the  Comptroller  General of the
United States.  Those  standards re quire that we plan and perform the audits to
obtain reasonable  assurance about whether the financial  statements are free of
material  misstatement.  An audit includes examining,  on a test basis, evidence
supporting  the amounts and  disclosures in the financial  statements.  An audit
also includes assessing the accounting principles used and significant estimates
made by  management,  as well as  evaluating  the over all  financial  statement
presentation.  We believe  that our audit  provides a  reasonable  basis for our
opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all  material  respects,  the  financial  position of Villa  Mirage I (A Limited
Partnership), California Housing Finance Agency Development Number 83-12-S as of
December  31,  2000,  and the  results  of its  operations  and the  changes  in
partners'  deficit  and cash  flows for the year then ended in  conformity  with
generally ac cepted account principles.

In accordance with Government  Auditing  Standards,  we have also issued reports
dated  January  8, 2001 on our  consideration  of Village  Mirage  I's  internal
control structure and on its compliance with specific requirements applicable to
major  HUD  programs,   affirmative  fair  housing,  and  laws  and  regulations
applicable to the financial statements.

                     Reitberger, Pollekoff & Kozak, P.C.


Vienna, Virginia
January 8, 2001,

Lead Auditor: Robert Kozak
EIN:  54-1639552


<PAGE>
Reitberger, Pollekoff & Kozak, P.C.
8133 Leesburg Pike
Suite 550
Vienna, VA  22182

                          INDEPENDENT AUDITORS' REPORT


To the Partners
VILLA MIRAGE II (A Limited Partnership)
San Bernardino, California

We have  audited the  accompanying  balance  sheet of Villa  Mirage II ( Limited
Partnership),  California Housing Finance Agency Development Number 81-26-S,  as
of December 31,  2001,  and the related  statements  of  operations,  changes in
partners'  deficit,  and cash  flows for the year then  ended.  These fi nancial
statements  are  the  responsibility  of  the  partnership's   management.   Our
responsibility is to ex press an opinion on these financial  statements based on
our audit.

We conducted our audit in accordance with auditing standards  generally accepted
in the United States of America and Government Auditing Standards, issued by the
Comptrolle  General of the United States.  Those standards  require that we plan
and perform the audit to obtai reasonable  assurance about whether the financial
statements are free of material misstatement.  An audit includes examining on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  An audit also includes assessing the accounting principles used and
significant  estimates  made by  management,  as well as evaluating  the overall
financial  statement  presentation.  W  believe  that our audit  provides  a rea
sonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all  material  respects,  the fi nancial  position of Villa Mirage II (A Limited
Partnership) as of December 31, 2001, and the results of its operations, changes
in  partners'  deficit and its cash flows for the year then ended in  conformity
with accounting principles generally accepted in the United States of America.

In accordance with Government Auditing  Standards,  we have issued reports dated
January 16, 2002 on our  consideration  of Villa  Mirage II's  internal  control
structure and on its compliance with specific re quirements  applicable to major
HUD programs,  affirmative fair housing, and laws and regulations appli cable to
the financial statements.



                Reitberger, Pollekoff & Kozak, P.C.


Vienna, Virginia
January 16, 2002

Lead Auditor:  Robert A. Kozak                 EIN:54-1639552


<PAGE>



                          INDEPENDENT AUDITORS' REPORT

To the Partners
  VILLA MIRAGE II (A Limited Partnership)
  San Bernardino, California

We have  audited the  accompanying  balance  sheet of Villa  Mirage II ( Limited
Partnership),  California Housing Finance Agency Development Number 81-26-S,  as
of December 31,  2000,  and the related  statements  of  operations,  changes in
partners'  deficit,  and cash  flows for the year then  ended.  These  financial
statements  are  the  responsibility  of  the  partnership's   management.   Our
responsibility  is to express an opinion on these financial  statements based on
our audit

We conducted our audit in accordance with generally  accepted auditing standards
and Government  Auditing  Standards,  issued by the  Comptroller  General of the
United  States.  Those  standards  require that we plan and perform the audit to
obtain reasonable  assurance about whether the financial  statements are free of
material  misstatement.  An audit includes examining,  on a test basis, evidence
supporting  the amounts and  disclosures in the financial  statements.  An audit
also includes assessing the accounting principles used and significant estimates
made by  management,  as well as  evaluating  the overall  finan cial  statement
presentation.  We believe  that our audit  provides a  reasonable  basis for our
opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all  material  respects,  the  financial  position of Villa Mirage II (A Limited
Partnership) as of December 31, 2000, and the results of its operations, changes
in  partners'  deficit and its cash flows for the year then ended in  conformity
with generally accepted accounting principles.

In accordance with Government Auditing  Standards,  we have issued reports dated
January 8, 2001 on our  consideration  of Villa  Mirage  II's  internal  control
structure and on its compliance with specific re quirements  applicable to major
HUD programs,  affirmative fair housing, and laws and regulations appli cable to
the financial statements.


                     Reitberger, Pollekoff & Kozak, P.C.


Vienna, Virginia
January 8, 2001

Lead Auditor:  Robert A. Kozak                 EIN: 54-1639552


<PAGE>
                          VIRCHOW KRAUSE & COMPANY, LLP
                                   PO Box 7398
                                Madison, WI 53707
                                 (608) 240-2354



                          INDEPENDENT AUDITORS' REPORT

To the Partners
Village Green of Wisconsin Limited Partnership
Middleton, Wisconsin


We have audited the  accompanying  balance  sheets of Village Green of Wisconsin
Limited Partnership as of December 31, 2001 and 2000, and the related statements
of  operation  and  partners'  capital  and cash flows for the years then ended.
These financial  statements are the responsibility of the company's  management.
Our responsibility is to express an opinion on these financial  statements based
on our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the United States of America and Government  Auditing Standards issued by the
Comptroller  General of the United States.  Those standards require that we plan
and perform the audit to obtain  reasonable  assurance  about  whether the finan
cial statements are free of material  misstatement.  An audit include examining,
on a  test  basis,  evidence  supporting  the  amounts  and  disclosures  in the
financial statements. An audit also includes assessing the accounting principles
used and  significant  estimates made by  management,  as well as evaluating the
overall financial statement  presentation.  We believe that our audits provide a
reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material  respects,  the  financial  position of Village  Green of Wisconsin
Limited  Partnership  as of December  31, 2001 and 2000,  and the results of its
operations and cash flows for the years then ended in conformity with accounting
principles generally accepted in the United States of America.

In accordance  with Government  Auditing  Standards and the  Consolidated  Audit
Guide for Audits of HUD Programs  issued by the U.S.  Department  of Housing and
Urban  Development,  we have also issued a report dated January 18, 2002, on our
consideration of the partnership's  internal control,  and reports dated January
18, 2002, on its compliance  with specific  requirements  applicable t the major
and nonmajor programs, and specific requirements  applicable to Fair Housing and
Non- Discrimination. Those reports are an integral part of an audit performed in
accordance with Government  Auditing Standards and should be read in conjunction
with this report in considering the results of our audit.

Our audits  were  conducted  for the  purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental information provided, as
identified  in the table of contents,  is presented  for purposes of  additional
analysis  and is not a required  part of the basic  financial  statements.  Such
information has been subjected to the auditing  procedures  applied in the audit
of the basic financial  statements and, in our opinion,  is fairly stated in all
material  respects  in  relation to the basic  financial  statements  taken as a
whole.


    VIRCHOW, KRAUSE & COMPANY, LLP



Madison, Wisconsin
January 18, 2002


<PAGE>
                          VIRCHOW KRAUSE & COMPANY, LLP
                                   PO Box 7398
                                Madison, WI 53707
                                 (608) 240-2354

                          INDEPENDENT AUDITORS' REPORT


To the Partners
Village Square Limited Partnership
Middleton, Wisconsin

We have  audited  the  accompanying  balance  sheets of Village  Square  Limited
Partnership  as of December  31, 2001 and 2000,  and the related  statements  of
operations and partners' capital and cash flows for the years then ended.  These
financial  statements are the  responsibility  of th company's  management.  Our
responsibil ity is to express an opinion on these financial  statements based on
our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the United States of America and Government  Auditing Standards issued by the
Comptroller  General of the United States.  Those standards require that we plan
and perform the audit to obtain  reasonable  assurance  about  whether the finan
cial statements are free of material  misstatement.  An audit include examining,
on a  test  basis,  evidence  supporting  the  amounts  and  disclosures  in the
financial statements. An audit also includes assessing the accounting principles
used and  significant  estimates made by  management,  as well as evaluating the
overall financial statement  presentation.  We believe that our audits provide a
reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all  material  respects,  the  financial  position  of  Village  Square  Limited
Partnership as of December 31, 2001 and 2000, and the results of its opera tions
and cash flows for the years then ended in conformity with accounting principles
generally accepted in the United States of America.

In accordance  with Government  Auditing  Standards and the  Consolidated  Audit
Guide for Audits of HUD Programs  issued by the U.S.  Department  of Housing and
Urban  Development,  we have also issued a report dated January 18, 2002, on our
consideration of the partnership's  internal control,  and reports dated January
18, 2002, on its compliance  with specific  requirements  applicable t the major
and nonmajor programs, and specific requirements  applicable to Fair Housing and
Non- Discrimination. Those reports are an integral part of an audit performed in
accordance with Government  Auditing Standards and should be read in conjunction
with this report in considering the results of our audit.

Our audits  were  conducted  for the  purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental information provided, as
identified  in the table of contents,  is presented  for purposes of  additional
analysis  and is not a required  part of the basic  financial  statements.  Such
information has been subjected to the auditing  procedures  applied in the audit
of the basic financial  statements and, in our opinion,  is fairly stated in all
material  respects  in  relation to the basic  financial  statements  taken as a
whole.


                         VIRCHOW, KRAUSE & COMPANY, LLP



Madison, Wisconsin
January 18, 2002


<PAGE>
Reitberger, Pollekoff & Kozak, P.C.
8133 Leesburg Pike
Suite 550
Vienna, VA 22182


                         INDEPENDENT AUDITORS' REPORT

To the Partners
Village Squire Apartments

We have audited the accompanying  balance sheet of Village Squire  Apartments (a
general  partner  ship) as of December 31, 2001,  and the related  statements of
profit and loss (on HUD Form No. 92410),  changes in partners' deficit, and cash
flows  for  the  year  then  ended.   These   financial   state  ments  are  the
responsibility of the partnerships' management. Our responsibility is to express
an opinion on these financial statements based on our audit.

We conducted our audit in accordance with auditing standards  generally accepted
in the United States of America. Those standards require that we plan and perfor
the audit to obtain reasonable  assurance about whether the financial statements
are free of  material  misstatement.  An audit in  cludes  examining,  on a test
basis,  evidence  supporting  the  amounts  and  disclosures  in  the  financial
statements.  An audit also includes assessing the accounting principles used and
significant  estimates  made by  management,  as well as evaluating  the overall
financial  statement  presentation.   We  believe  that  our  audit  provides  a
reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material respects, the financial position of Village Squire Apartments as of
December 31, 2001, and the results of its oper ations,  the changes in partners'
deficit, and its cash flows for th year then ended in conformity with accounting
principles generally accepted in the United States of America.

Our audit was  conducted  for the  purpose  of  forming  an  opinion on th basic
financial statements taken as a whole. The supplemental  information included on
pages 1 and 18 is presented  for pur poses of  additional  analysis and is not a
required  part of the basi  financial  statements.  Such  infor  mation has been
subjected to the auditing procedures applied in the audit of the basic financial
state ments and, in our opinion,  is fairly  stated in all  material  respect in
relation to the basic financial statements taken as a whole.

                    Reitberger, Pollekoff & Kozak, P.C.

Vienna, Virginia
January 18, 2002
Lead Auditor: Robert A. Kozak                     EIN: 54-1639552



<PAGE>
                          INDEPENDENT AUDITORS' REPORT

To the Partners
Village Squire Apartments

We have audited the accompanying  balance sheet of Village Squire  Apartments (a
general  partner  ship) as of December 31, 2000,  and the related  statements of
profit and loss (on HUD Form No. 92410),  changes in partners' deficit, and cash
flows for the year then ended. These financial statements are the responsibility
of the partnerships' management.  Our responsibility is to express an opinion on
these financial statements based on our audit.

We conducted our audit in accordance with generally accepted auditing standards.
Those stan dards require that we plan and perform the audit to obtain reasonable
assurance   about  whether  the  financial   statements  are  free  of  material
misstatement. An audit includes examining, on a test ba sis, evidence supporting
the amounts and disclosures in the financial statements.  An audit also includes
assessing the  accounting  principles  used and  significant  estimates  made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audit pro vides a reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material respects, the financial position of Village Squire Apartments as of
December 31 2000,  and the results of its  operations,  the changes in partners'
deficit, and its cash flows fo the year then ended in confor mity with generally
accepted accounting principles.

Our audit was  conducted  for the  purpose  of  forming  an  opinion on th basic
financial statements taken as a whole. The supplemental  information included on
pages 1 and 18 is  presented  for purposes of  additional  analysis and is not a
required  part of the basic  financial  statements.  Such  information  has been
subjected to the auditing  procedures applied i the audit of the basic financial
statements  and, in our opinion,  is fairly  stated in all material  respects in
relation to the basic finan cial statements taken as a whole.


                     Reitberger, Pollekoff & Kozak, P.C.


Vienna, Virginia
January 16, 2001,

<PAGE>
Reitberger, Pollekoff & Kozak, P.C.
8133 Leesburg Pike
Suite 550
Vienna, VA 22182


                          INDEPENDENT AUDITORS' REPORT

To the Partners
Village Squire Apartments No. 3

We have audited the accompanying  balance sheet of Village Squire Apartments No.
3 (a general partnership) as of December 31, 2001, and the related statements of
profit and loss (on HUD Form No. 92410),  changes in partners' deficit, and cash
flows for the year then ended. These financial statements are the responsibility
of the partnerships' management.  Our responsibility is to express an opinion on
these financial statements based on our audit.

We conducted our audit in accordance with auditing standards  generally accepted
in the United States of America. Those standards require that we plan and perfor
the audit to obtain reasonable  assurance about whether the financial statements
are free of  material  misstatement.  An audit in  cludes  examining,  on a test
basis,  evidence  supporting  the  amounts  and  disclosures  in  the  financial
statements.  An audit also includes assessing the accounting principles used and
significant  estimates  made by  management,  as well as evaluating  the overall
financial  statement  presentation.   We  believe  that  our  audit  provides  a
reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material respects, the financial position of Village Squire Apartments No. 3
of  December  31,  2001,  and the  results  of its  operations,  the  changes in
partners'  deficit  and cash  flows for the year then ended in  conformity  with
accounting principles generally accepted in the United States of America.

Our audit was  conducted  for the  purpose  of  forming  an  opinion on th basic
financial statements taken as a whole. The supplemental  information included on
pages 1 through 17 is presented for the purposes of  additional  analysis and is
not a required part of the basic financial statements. Such information has been
subjected to the auditing  procedures applied i the audit of the basic financial
statements and, in our opinion,  is fairly stated,  in all material  respects in
relation to the basic finan cial statements taken as a whole.


                   Reitberger, Pollekoff & Kozak, P.C.

Vienna, Virginia
January 18, 2002
Lead Auditor: Robert A. Kozak           EIN: 54-1639552


<PAGE>


                          INDEPENDENT AUDITORS' REPORT


To the Partners
Village Squire Apartments No. 3

We have audited the accompanying  balance sheet of Village Squire Apartments No.
3 (a general partnership) as of December 31, 2000, and the related statements of
profit and loss (on HUD Form No. 92410),  changes in partners' deficit, and cash
flows for the year then ended. These financial statements are the responsibility
of the partnerships' management.  Our responsibility is to express an opinion on
these financial statements based on our audit.

We conducted our audit in accordance with generally accepted auditing standards.
Those stan dards require that we plan and perform the audit to obtain reasonable
assurance   about  whether  the  financial   statements  are  free  of  material
misstatement. An audit includes examining, on a test ba sis, evidence supporting
the amounts and disclosures in the financial statements.  An audit also includes
assessing the  accounting  principles  used and  significant  estimates  made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audit pro vides a reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material respects, the financial position of Village Squire Apartments No. 3
as of  December  31 2000,  and the  results of its  operations,  the  changes in
partners' deficit, and its cash flows for the year then ended in conformity with
generally accepted accounting principles.

Our audit was  conducted  for the  purpose  of  forming  an  opinion on th basic
financial statements taken as a whole. The supplemental  information included on
pages 1 and 17 is  presented  for purposes of  additional  analysis and is not a
required  part of the basic  financial  statements.  Such  information  has been
subjected to the auditing  procedures applied i the audit of the basic financial
statements  and, in our opinion,  is fairly  stated in all material  respects in
relation to the basic finan cial statements taken as a whole.


                     Reitberger, Pollekoff & Kozak, P.C.


Vienna, Virginia
January 16, 2001,

<PAGE>
                                BDO Seidman, LLP

                          Independent Auditors' Report


To the Partners
Walsh Park Associates
Chicago, Illinois

We have audited the  accompanying  balance  sheets of Walsh Park  Associates  (a
Limited  Partnership)  (IHDA Development No. ML-176) as of December 31, 2001 and
2000, and the related statements of income,  partners' equity and cash flows for
the years then ended.  These financial  statements are the responsibility of the
Partner ship's management.  Our responsibility is to express an opinion on these
financial statements based on our audits.

We conducted our audits in accordance with auditing standards generally accepted
in  the  United  States  and  Gov  ernment  Auditing  Standards,  issued  by the
Comptroller  General of th United States.  Those standards  require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  An audit also includes assessing the accounting principles used and
sig nificant  estimates  made by  management,  as well as evaluating the overall
financial  statement  presentation.   We  believe  that  our  audits  provide  a
reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material  respects,  the financial  position of Walsh Park  Associates as of
December  31,  2001 and 2000,  and the  results  of its  operations,  changes in
partners'  equity and cash flows for the years then ended,  in  conformity  with
accounting principles generally accepted in the United States.

In accordance  with Government  Auditing  Standards and the  Consolidated  Audit
Guide for Audits of HUD Pro grams,  issued by the U.S. Department of Housing and
Urban Development, Office of the Inspector General, we have also issued a report
dated February 13, 2002 on our consideration of Walsh Park Associates'  internal
con trol and reports  dated  February 13, 2002 on its  compliance  with specific
requirements  applicable  to  major  HUD  programs,  and  specific  requirements
applicable to Fair Housing and Non-Discrimination. Those reports are an integral
part of an audit performed in accordance with Government  Auditing Standards and
should be read in conjunction with this report in considering the results of our
audit.


<PAGE>




Our audits  were  conducted  for the  purpose of forming an opinion on the basic
financial  statements taken as a whole. The accompanying  supplemental  material
shown on Pages 20 through 25 is presented  for purposes of  additional  analysis
and is not a  required  part of the basic  financial  statements  of Walsh  Park
Associates.  Such  information  has been  subjected to the  auditing  procedures
applied i the audit of the basic financial  statements  and, in our opinion,  is
fairly  stated in all  material  respects  in  relation  to the basic  financial
statements taken as a whole.





                                                 Certified Public Accountants


                                                      /s /BDO Seidman, LLP


Chicago, Illinois
February 13, 2002

<PAGE>


             Independent Accountant's Report on Financial Statements

The Partners
Windham Associates
Lafayette, California


We have audited the accompanying  balance sheets of the Windham Associates (CHFA
Project No. 83-39-N), a California limited partnership,  as of December 31, 2001
and 2000 and the related statements of operations,  changes in partners' capital
and cash flows for the years then  ended.  These  financial  statements  are the
responsibility of the Windham Associates'  management.  Our responsibility is to
express an opinion on these financial statements based on our audit.

We conducted our audits in accordance with generally accepted auditing standards
and Govern ment Auditing  Standards,  issued by the  Comptroller  General of the
United  States.  Those stan dards  require that we plan and perform the audit to
obtain reasonable  assurance about whether the financial  statements are free of
material  misstatement.  An audit includes examining,  on a test basis, evidence
supporting the amounts and  disclosures in the financial  statements.  An au dit
also includes assessing the accounting principles used and significant estimates
made by  management,  as well as  evaluating  the  overall  financial  statement
presentation.  We believe  that our audit  provides a  reasonable  basis for our
opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material  respects,  the financial  position of the Windham Associates as of
December 31, 2001 and 2000, and the results of its operations and the changes in
partner's capital and its cash flows for the years then ended in conformity with
accounting principles generally accepted i the United States.

                            /s/ Regalia & Associates

Danville, California
February 12, 2002