SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                    FORM 10-K

           [ X ] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                 SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED]

                   For the Fiscal Year Ended December 31, 1995

                                       OR

          [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]

      For the transition period from __________________ to ________________

                           Commission File No. 0-13556

                           Cluster Housing Properties
                       (A California Limited Partnership)
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

                              California 04-2817478
--------------------------------------------------------------------------------
                     (State or other jurisdiction of (I.R.S.
                     Employer incorporation or organization)
                               Identification No.)

                  5110 Langdale Way, Colorado Springs CO 80906
--------------------------------------------------------------------------------
               (Address of principal executive offices) (Zip Code)

                                 (719) 527-0544
--------------------------------------------------------------------------------
              (Registrant's telephone number, including area code)

        Securities registered pursuant to Section 12(b) of the Act: None

Securities registered pursuant to Section 12(g) of the Act: Units of Limited 
  Partnership Interests

Indicate by check mark whether the registrant (1) has filed all reports required
  to be filed by Sections 13 and 15(d) of the Securities Exchange Act of 1934
 during the preceding 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 if disclosure of delinquent filers pursuant to Item 405
  of Regulation S-K is not contained herein, and will not be contained, to the
  best of Registrant's knowledge in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
                                Form 10-K. [ X ]

    Aggregate market value of voting securities held by non-affiliates: Not
     applicable, since securities are not actively traded on any exchange.

Documents incorporated by reference: Portions of the Prospectus of Registrant 
 dated March 22, 1984 are incorporated by reference into Part III

                  The Exhibit Index is located on page ______


                                     <PAGE>


                                                      PART I

ITEM 1.   BUSINESS

This form 10-K contains forward-looking statements within the meaning of Section
27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act
of 1934.  Actual  results could differ  materially  from those  projected in the
forward-looking  statements as a result of a number of factors,  including those
identified herein.

Cluster Housing Properties (the "Partnership"), formerly Berry and Boyle Cluster
Housing  Properties,  is a California  limited  partnership  formed on August 8,
1983.  The General  Partners are Stephen B. Boyle and GP L'Auberge  Communities,
L.P., a California limited partnership, formerly Berry and Boyle Management.

The primary business of the Partnership is to operate and ultimately  dispose of
a diversified portfolio of income-producing  residential real properties through
its joint venture interest in such  properties.  Descriptions of such properties
are included below in "Item 2.  Properties" as well as in note 5 of the Notes to
the Consolidated  Financial  Statements included in this report and incorporated
herein by reference thereto.

On October 25, 1985, the Partnership  acquired a majority joint venture interest
in the Sin Vacas Joint  Venture,  which owns and operates a 72-unit  multifamily
rental  property  located  in  Tucson,   Arizona.  The  Partnership  contributed
$2,520,954  to the Sin Vacas Joint  Venture which was used to repay a portion of
the construction loan on the property.  The balance of the construction loan was
repaid  through the proceeds of a $2,575,000  permanent  loan from a third party
lender.  In  accordance  with  the  terms  of  the  Partnership  Agreement,  the
Partnership  paid an  acquisition  fee of $250,000 to GP L'Auberge  Communities,
L.P.  for its services in  structuring  and  negotiating  the  acquisition.  The
Partnership also incurred acquisition expenses relating to the acquisition which
totaled $168,686.

On July 16, 1986, the Partnership assigned its right to acquire a property known
as  L'Auberge  Pinecliff   ("Pinecliff"),   formerly  Autumn  Ridge,  a  96-unit
multifamily rental property located in Colorado Springs,  Colorado to a Colorado
joint venture (the Autumn Ridge Joint Venture) which acquired the property for a
purchase price of $7,320,760.  The Partnership simultaneously contributed to the
Autumn Ridge Joint Venture an amount equal to the total  purchase price less the
proceeds of a $3,300,000  permanent  loan. In  accordance  with the terms of the
Partnership Agreement, the Partnership paid an acquisition fee of $400,000 to GP
L'Auberge Communities, L.P. for its services in structuring and negotiating this
acquisition.  The Partnership also incurred acquisition expenses relating to the
acquisition which totaled $97,475.

On June 11, 1987, the Partnership  acquired a majority joint venture interest in
the Villa Antigua  Joint Venture which owns and operates an 88-unit  multifamily
rental property  located in Scottsdale,  Arizona.  The  Partnership  contributed
$2,494,677  to the Villa Antigua Joint Venture which was used to repay a portion
of the construction  loan on the property.  The balance of the construction loan
was repaid  through the  proceeds of a  $3,200,000  permanent  loan from a third
party lender.  In accordance  with the terms of the Partnership  Agreement,  the
Partnership  paid an  acquisition  fee of $350,000 to GP L'Auberge  Communities,
L.P.  for its services in  structuring  and  negotiating  the  acquisition.  The
Partnership also incurred acquisition expenses relating to the acquisition which
totaled $31,729.

From time to time the  Partnership  expects to sell the  properties  taking into
consideration such factors as the amount of appreciation in value, if any, to be
realized,  the  possible  risks  of  continued  ownership  and  the  anticipated
advantages to be gained for the partners.  Proceeds from the sale,  financing or
refinancing of the properties  will not be reinvested by the  Partnership or its
joint ventures, but will be distributed to the partners, so that the Partnership
will,  in effect,  be  self-liquidating.  Under the terms of the  various  joint
venture  agreements,  the  Partnership has control over the decision to sell any
property.

The success of the  Partnership  will depend upon factors which are difficult to
predict  and many of which are  beyond  the  control  of the  Partnership.  Such
factors  include,   among  others,  general  economic  and  real  estate  market
conditions,  both on a national basis and in those areas where the Partnership's
investments  are located,  competitive  factors,  the  availability  and cost of
borrowed  funds,  real  estate tax  rates,  federal  and state  income tax laws,
operating  expenses  (including   maintenance  and  insurance),   energy  costs,
government   regulations,   and  potential   liability   under  and  changes  in
environmental  and  other  laws,  as well as the  successful  management  of the
properties.

On-site management of two of the Partnership's  properties,  Villas at Sin Vacas
and Villa  Antigua,  is currently  conducted  by an affiliate of the  respective
developer/joint venture partners and supervised by the General Partners. On-site
management  of Pinecliff  is currently  conducted by an affiliate of the General
Partners. The terms of such property management services between the Partnership
and  property  managers  are  embodied in a written  management  agreement  with
respect to each property.  The property manager in each case receives management
fees which are competitive  with those  obtainable in arm's-length  negotiations
with  independent  parties  providing  comparable  services in the localities in
which the  properties  are  located.  These  fees do not  exceed 5% of the gross
revenues from each property plus reimbursement for allocable expenses.

It is the  responsibility  of the General Partners to select or approve property
managers and to supervise their  performance.  Property managers are responsible
for on-site  operations  and  maintenance,  generation  and collection of rental
income, and payment of operating expenses.

The  difference  between  rental  income and  expenses  related  to  operations,
including  items  such as local  taxes  and  assessments,  utilities,  insurance
premiums,  maintenance,   repairs  and  improvements  (and  reserves  therefor),
bookkeeping and payroll expenses, legal and accounting fees, property management
fees and other  expenses  incurred,  constitute the  properties'  operating cash
flow.   The   Partnership's   administrative   expenses  are  paid  out  of  the
Partnership's  share of such cash flow from the various Joint  Ventures and from
interest income which the Partnership earns on its short-term investments.

The  Partnership's  investments  in real  estate  are also  subject  to  certain
additional  risks  including,  but not limited to, (i) competition from existing
and  future  projects  held by other  owners in the  areas of the  Partnership's
properties,  (ii)  possible  reduction  in rental  income due to an inability to
maintain  high  occupancy  levels,  (iii) adverse  changes in mortgage  interest
rates, (iv) possible adverse changes in general economic  conditions and adverse
local conditions, such as competitive overbuilding,  or a decrease in employment
or adverse  changes in real estate zoning laws, (v) the possible future adoption
of rent control  legislation which would not permit the full amount of increased
costs to be passed on to tenants in the form of rent  increases,  and (vi) other
circumstances over which the Partnership may have little or no control.

The  Partnership's  investments are subject to competition in the rental,  lease
and  sale of  similar  types  of  properties  in the  localities  in  which  the
Partnership's real property  investments are located.  Furthermore,  the General
Partners  of the  Partnership  are  affiliated  with other  partnerships  owning
similar  properties in the vicinity in which the  Partnership's  properties  are
located. In addition,  other limited partnerships may be formed by affiliates of
the General Partners which will compete with the Partnership.

The  Partnership  considers  itself to be engaged in only one industry  segment,
real estate investment.

The Partnership has no employees.  Accounting and other administrative functions
are performed by employees of an affiliate of the General Partners.

ITEM 2.   PROPERTIES

The Partnership  owns a majority joint venture  interest in three joint ventures
(the  "Joint  Ventures"):  (1) the Sin Vacas  Joint  Venture,  an Arizona  joint
venture that owns and operates Villas at Sin Vacas, a 72-unit multifamily rental
property in Tucson, Arizona, subject to first mortgage financing in the original
principal amount of $2,575,000;  (2) the Autumn Ridge Joint Venture,  a Colorado
joint venture that owns and operates  Pinecliff,  a 96-unit  multifamily  rental
property in Colorado Springs,  Colorado,  subject to first mortgage financing in
the original  principal  amount of $3,300,000;  and, (3) the Villa Antigua Joint
Venture,  an Arizona  joint  venture that owns and operates  Villa  Antigua,  an
88-unit  multifamily  rental property in Scottsdale,  Arizona,  subject to first
mortgage financing in the original  principal amount of $3,200,000.  With regard
to the proposed termination of the Sin Vacas Joint Venture and the Villa Antigua
Joint Venture see Note 10 of Notes to Consolidated Financial Statements.

Villas at Sin Vacas

As of  February  29,  1996,  the  property  was 86%  occupied,  compared  to 92%
approximately  one year ago. At December 31, 1995 and 1994, the market rents for
the various unit types were as follows:
                                                                   Market Rents
                                                                    December 31,
     Unit Type ................................... ...........     1995     1994
-------------------------------------------------------------   ------   ------
One bedroom one bath .........................................   $  835   $  835
Two bedroom two bath .........................................    1,050    1,050
Three bedroom two bath .......................................    1,200    1,200

Pinecliff

As of  February  10,  1996,  the  property  was 95%  occupied,  compared  to 84%
approximately  one year ago. At December 31, 1995 and 1994, the market rents for
the various unit types were as follows:
                                                                   Market Rents
                                                                    December 31,
     Unit Type ...............................................     1995     1994
--------------------------------------------------------------   ------   ------
One bedroom one bath .........................................   $  898   $  885
Two bedroom two bath .........................................    1,102    1,088

Villa Antigua

As of  February  10,  1996,  the  property  was 99%  occupied,  compared  to 97%
approximately  one year ago. At December 31, 1995 and 1994, the market rents for
the various unit types were as follows:
                                                                    Market Rents
                                                                    December 31,
     Unit Type ...............................................     1995     1994
--------------------------------------------------------------   ------   ------
One bedroom one bath ........................................   $  760   $  720
Two bedroom two bath ........................................    1,028      935
Three bedroom two bath ......................................    1,090    1,050

ITEM 3.   LEGAL PROCEEDINGS

There are no material pending legal  proceedings to which the Partnership or any
joint  venture in which it owns an interest  is a party,  or of which any of the
properties is the subject.

ITEM 4.   SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

No  matters  were  submitted  to a vote of  security  holders  during the fourth
quarter of 1995.



<PAGE>


                                                      PART II

ITEM 5.   MARKET FOR THE REGISTRANT'S COMMON EQUITY AND RELATED
          SHAREHOLDER MATTERS

The  transfer  of Units is  subject  to  certain  limitations  contained  in the
Partnership  Agreement.  There is no public  market  for the Units and it is not
anticipated that any such public market will develop.

The number of holders of Units as of December 31, 1995 was 2,013.

Distributions  are made to the Partners on a quarterly basis based upon Net Cash
from Operations,  as calculated  under Section 10 of the Partnership  Agreement.
Total cash  distributions to the Limited Partners for 1995 and 1994 were paid as
follows:

Calendar .........   Date of
Quarter Ended ....   Payment              Amount
------------------   -----------------   -------
March 31, 1994 ...   May 15, 1994        121,579
June 30, 1994 ....   August 15, 1994     121,579
September 30, 1994   November 15, 1994   121,579
December 31, 1994    February 15, 1995   137,789
March 31, 1995 ...   May 15, 1995        121,579
June 30, 1995 ....   August 15, 1995     121,579
September 30, 1995   November 15, 1995   121,579
December 31, 1995    February 15, 1996    97,263


ITEM 6.   SELECTED FINANCIAL DATA

<TABLE>
                                                                              Year Ended
                                               -------------------------------------------------------------------------


<S>                                                  <C>           <C>            <C>            <C>           <C>   
                                                     12/31/95      12/31/94       12/31/93       12/31/92      12/31/91
Rental income                                      $2,725,119    $2,572,947     $2,391,911     $2,204,133    $2,000,202
Net income (loss)                                    $309,115      $260,976       $141,982     ($142,622)    ($279,177)

Net income (loss) allocated to Partners:
   Limited Partners - Per Unit
      Aggregate 32,421 Units                            $9.06         $7.65          $4.16        ($4.36)       ($8.52)
   General Partners                                   $15,456       $13,049         $7,099       ($1,426)      ($2,792)

Net cash provided by operations                      $758,756      $686,776       $528,872       $343,342      $230,852

Cash distributions to Partners:
   Limited Partners:
      Weighted average per Unit                        $15.50        $17.75          $9.50          $3.00         $3.70
   General Partners                                   $26,449       $30,288        $16,211         $5,119        $6,314

Total assets                                      $16,274,801   $16,587,271    $17,032,336    $17,327,814   $17,463,961
Long term obligations                              $8,695,278    $8,818,891     $8,931,713     $9,034,755    $8,921,356
</TABLE>


ITEM 7.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
          CONDITION AND RESULTS OF OPERATIONS

This Management's  Discussion and Analysis of Financial Condition and Results of
Operations  contains  forward-looking   statements  including  those  concerning
Management's  expectations  regarding  future  financial  performance and future
events.   These   forward-looking   statements  involve   significant  risk  and
uncertainties,  including  those  described  herein.  Actual  results may differ
materially from those anticipated by such forward-looking statements.

Liquidity; Capital Resources

In connection with its  capitalization,  the Partnership  admitted investors who
purchased  a total of  32,421  Units  aggregating  $16,210,500.  These  offering
proceeds,  net of  organizational  and offering  costs of  $2,431,575,  provided
$13,778,925  of net  proceeds to be used for the  purchase  of  income-producing
residential properties, including related fees and expenses, and working capital
reserves.  The Partnership expended $10,410,263 to (i) acquire its joint venture
interests in the Sin Vacas Joint Venture,  the Villa Antigua Joint Venture,  and
the Autumn Ridge Joint  Venture,  (ii) to pay  acquisition  expenses,  including
acquisition fees to one of the General Partners,  and (iii) to pay certain costs
associated with the refinancing of the Pinecliff permanent loan. The Partnership
distributed  $1,731,681 to the Limited Partners as a return of capital resulting
from  construction  cost savings with  respect to the Sin Vacas,  Pinecliff  and
Villa Antigua  projects and other excess  offering  proceeds.  The remaining net
proceeds of $1,636,981 were used to establish  initial working capital reserves.
These reserves have been used periodically to enable the Partnership to meet its
various  financial  obligations  including  contributions  to the various  Joint
Ventures that may be required.  Cumulatively through December 31, 1995, $218,258
was contributed to the Joint Ventures for this purpose.

In addition to the proceeds generated from the public offering,  the Partnership
utilized  external  sources of financing at the joint  venture level to purchase
properties. The Partnership Agreement limits the aggregate mortgage indebtedness
which  may be  incurred  in  connection  with  the  acquisition  of  Partnership
properties to 80% of the purchase price of such properties.

The Partnership's  future ability to generate cash adequate to meet its needs is
dependent primarily on the successful operations of its real estate investments.
Such ability is also dependent upon the future  availability of bank borrowings,
and  upon  the  future  refinancing  or sale of the  Partnership's  real  estate
investments and the collection of any mortgage  receivable which may result from
such sales.  These  sources of  liquidity  will be used by the  Partnership  for
payment  of  expenses  related  to real  estate  operations,  debt  service  and
professional and management fees and expenses.  Net Cash From Operations and Net
Proceeds,  if  any,  as  defined  in the  Partnership  Agreement,  will  then be
available for  distribution to the Partners in accordance with Section 10 of the
Partnership  Agreement.  The General  Partners  believe that the current working
capital  reserves  together with  projected  cash flows for 1996 are adequate to
meet the  Partnership's  cash needs in the coming  year.  With regard to certain
balloon   payments  on  existing  first  mortgage  debt  on  the   Partnership's
properties, see Note 6 of Notes to Consolidated Financial Statements.

The  working  capital  reserves  of the  Partnership  consist  of cash  and cash
equivalents  and  short-term  investments.  Together  these amounts  provide the
Partnership with the necessary  liquidity to carry on its day-to-day  operations
and to make necessary  contributions to the various Joint Ventures. In 1995, the
aggregate net decrease in working  capital  reserves was $41,502.  This decrease
resulted  primarily  from cash  provided by  operations  of  $758,756  offset by
$148,127 of fixed asset  additions,  distributions  to partners of $528,974  and
$123,613 of principal payments on mortgage notes payable.

In 1994,  the  aggregate net decrease in working  capital  reserves was $35,777.
This decrease  resulted  primarily  from cash provided by operations of $686,776
offset by $6,392 of fixed asset additions, distributions to partners of $605,762
and $112,822 of principal payments on mortgage notes payable.

In 1993,  the  aggregate net increase in working  capital  reserves was $65,322.
This increase  resulted  primarily  from cash provided by operations of $528,872
offset by  $38,248  of fixed  asset  additions,  distributions  to  partners  of
$324,211 and $103,042 of principal payments on mortgage notes payable.

Results of Operations

For the year ended December 31, 1995, the  Partnership's  operating results were
comprised  of its share of the income and  expenses  from the Sin Vacas,  Autumn
Ridge and Villa Antigua Joint  Ventures,  as well as partnership  level interest
income earned on short term investments,  reduced by administrative  expenses. A
summary of these operating results appears below:

<TABLE>
                                                                                 Investment   Consolidated

                                       Sin Vacas     Pinecliff   Villa Antigua   Partnership     Totals
<S>                                       <C>         <C>              <C>                       <C>       
Rental income                             $754,953    $1,041,124       $929,042                  $2,725,119

Rental operating expenses                  353,533       420,726        310,611                   1,084,870
                                     -----------------------------------------------------------------------

Net rental operating income (exclusive
  of items shown separately below)         401,420       620,398        618,431                   1,640,249

Interest expense                           226,761       290,606        281,800                     799,167
Depreciation and amortization              118,909       173,174        118,217                     410,300

Other (income) and expenses:
  Interest income                            (727)         (278)        (1,194)     ($81,023)      (83,222)
  General and administrative                 7,200         7,244          7,200       183,245       204,889
                                     -----------------------------------------------------------------------
                                             6,473         6,966          6,006       102,222       121,667
                                     -----------------------------------------------------------------------

Net income (loss)                          $49,277      $149,652       $212,408    ($102,222)      $309,115
                                     =======================================================================
</TABLE>

For the year ended December 31, 1994, the  Partnership's  operating results were
comprised  of its share of the income and  expenses  from the Sin Vacas,  Autumn
Ridge and Villa Antigua Joint  Ventures,  as well as partnership  level interest
income earned on short term investments,  reduced by administrative  expenses. A
summary of these operating results appears below:
<TABLE>

                                                                                 Investment   Consolidated

                                       Sin Vacas     Pinecliff   Villa Antigua   Partnership     Totals
<S>                                       <C>           <C>            <C>                       <C>       
Rental income                             $756,731      $978,667       $837,549                  $2,572,947

Rental operating expenses                  339,483       353,665        298,421                     991,569
                                     -----------------------------------------------------------------------

Net rental operating income (exclusive
  of items shown separately below)         417,248       625,002        539,128                   1,581,378

Interest expense                           229,820       294,553        285,601                     809,974
Depreciation and amortization              115,612       169,787        116,476                     401,875

Other (income) and expenses:
  Interest income                            (759)         (549)          (813)     ($56,007)      (58,128)
  General and administrative                 7,494         7,793          7,862       143,532       166,681
                                     -----------------------------------------------------------------------
                                             6,735         7,244          7,049        87,525       108,553
                                     -----------------------------------------------------------------------

Net income (loss)                          $65,081      $153,418       $130,002     ($87,525)      $260,976
                                     =======================================================================
</TABLE>


For the year ended December 31, 1993, the  Partnership's  operating results were
comprised  of its share of the income and  expenses  from the Sin Vacas,  Autumn
Ridge and Villa Antigua Joint  Ventures,  as well as partnership  level interest
income earned on short term investments,  reduced by administrative  expenses. A
summary of these operating results appears below:
<TABLE>

                                                                                 Investment   Consolidated

                                       Sin Vacas     Pinecliff   Villa Antigua   Partnership     Totals
<S>                                       <C>           <C>            <C>                       <C>       
Rental income                             $695,598      $914,041       $782,272                  $2,391,911

Rental operating expenses                  293,353       330,444        303,551                     927,348
                                     -----------------------------------------------------------------------

Net rental operating income (exclusive
  of items shown separately below)         402,245       583,597        478,721                   1,464,563

Interest expense                           232,613       298,106        289,072                     819,791
Depreciation and amortization              115,392       169,415        115,199                     400,006

Other (income) and expenses:
  Interest income                            (807)         (704)          (802)     ($49,145)      (51,458)
  General and administrative                 6,817         6,817          6,852       133,756       154,242
                                     -----------------------------------------------------------------------
                                             6,010         6,113          6,050        84,611       102,784
                                     -----------------------------------------------------------------------

Net income (loss)                          $48,230      $109,963        $68,400     ($84,611)      $141,982
                                     =======================================================================
</TABLE>

Comparison of 1995 and 1994 Operating Results:

Rental  income  increased  $152,172,  or 6% over the prior year,  primarily as a
result  of  rental  rate  increases  at  the  Partnership's  properties.  Rental
operating  expenses  increased  $93,301 or 9% over the prior year primarily as a
result of  increases in  maintenance  and  advertising  costs.  Interest  income
increased $25,094 or 43% in 1995, as a result of higher interest rates earned on
money market  accounts and short-term  investments.  General and  administrative
expenses  increased  $38,208 or 23%, due primarily to increased  salary  expense
allocations  and legal costs and printing and mailing costs  associated with the
voluntary  withdrawal  of a general  partner  of the  Partnership.  Fixed  asset
purchases  increased  $141,735  from  $6,392 in the prior year to  $148,127  and
included  such tems as carpet,  floor tile and other  replacements  and exterior
painting of Sin Vacas. As a result of the factors described above, distributions
to partners  decreased  $76,788,  or 13%,  from  $605,762 in 1994 to $528,974 in
1995.

Comparison of 1994 and 1993 Operating Results:

Rental  income  increased  $181,036  or 7% over the prior year,  primarily  as a
result of high occupancy and rent increases. Rental operating expenses increased
$64,221  or 7% over the  prior  year  primarily  as a  result  of  increases  in
maintenance and advertising  costs.  Interest income  increased $6,670 or 13% in
1994, as a result of higher  interest rates earned on money market  accounts and
short-term investments. General and administrative expenses increased $12,349 or
8%, due  primarily  to  increased  legal costs and  printing  and mailing  costs
associated   with  the  voluntary   withdrawal  of  a  general  partner  of  the
Partnership.  As a result of these factors,  distributions to partners increased
$281,511 from $324,211 in 1993 to $605,762 in 1994.

Projected 1996 Operating Results:

Operating results for 1996 are not anticipated to vary  significantly from those
of 1995. However,  such  forward-looking  expectations involve significant risks
and uncertainties, including those described herein.
Actual results may differ materially from those anticipated.

ITEM 8.   FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

     See Appendix A to this Report.

ITEM 9.   DISAGREEMENTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

     None


<PAGE>


                                                     PART III


ITEM 10.   DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

The  Partnership has no directors or executive  officers.  Information as to the
individual  general  partners of the  Partnership  and  directors  and executive
officers of L'Auberge  Communities,  Inc.  (formerly Berry and Boyle Inc.),  the
general partner of GP L'Auberge Communities, L.P., is set forth below.

Individual General Partners

Stephen B.  Boyle,  age 55, is  President,  Executive  Officer  and  Director of
L'Auberge Communities, Inc. and a general partner and co-founder of LP L'Auberge
Communities,  a California  Limited  Partnership  (formerly Berry and Boyle),  a
limited  partnership  formed  in 1983 to  provide  funds to  various  affiliated
general  partners  of real  estate  limited  partnerships,  one of  which  is GP
L'Auberge Communities, L.P.

In September,  1995, with the consent of Limited  Partners holding a majority of
the outstanding  Units,  as well as the consent of the mortgage  lenders for the
Partnership's  three properties,  Richard G. Berry resigned as a general partner
of the Partnership.

GP L'Auberge Communities, L.P.

Information as to the directors and executive officers of L'Auberge Communities,
Inc., a general partner of GP L'Auberge  Communities,  L.P.,  which is a general
partner of the Partnership, and its affiliates, is set forth below. There are no
familial  relationships  between or among any officer  and any other  officer or
director.

      Name                                                            Position

Stephen B. Boyle                    See above

J. Michael McDonald                 Executive Vice President and 
                                     Chief Financial Officer

Earl O. Robertson                   Executive Vice President

Donna Popke                         Vice President and Secretary

J. Michael  McDonald,  age 53, is Executive Vice  President and Chief  Financial
Officer of L'Auberge Communities, Inc. He is a certified public accountant and a
business  school  graduate of  California  State  University.  He began his real
estate career with the firm of Kenneth Leventhal and Company.  Mr. McDonald held
senior  finance  positions  with  publicly  traded Arlen  Realty and  Christiana
Companies.  He was a senior operations  officer with Lehman Brothers real estate
affiliates. Prior to joining L'Auberge Communities, Inc. in August, 1995, he was
a consultant for the FDIC, acting as a real estate asset disposition strategist.

Earl O. Robertson,  age 47, has been a senior development  officer,  partner and
consultant  in several  prominent  real estate  development  companies  for over
twenty years,  including Potomac  Investment  Associates,  developers of planned
golf course communities  nationwide.  Mr. Robertson was also a key member of the
management  team that  developed the  nationally  acclaimed Inn at the Market in
Seattle.  He  joined  L'Auberge  Communities,  Inc.  in June  1995 and holds the
position of Executive Vice President.

Donna Popke, age 36, joined L'Auberge Communities,  Inc. in July, 1995 and holds
the  title  of  Vice  President  and  Secretary..  Prior  to  joining  L'Auberge
Communities,  Inc., Ms. Popke was employed in the field of public accounting for
six years and later with  David R.  Sellon & Company,  a Colorado  Springs  land
development company.

ITEM 11.   EXECUTIVE COMPENSATION

None of the General Partners or any of their officers or directors  received any
compensation  from  the  Partnership.  See  Item  13  below  with  respect  to a
description of certain transactions of the General Partners and their affiliates
with the Partnership.

ITEM 12.   SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
           MANAGEMENT

As of March 28,  1996,  no person  of record  owned or was known by the  General
Partners  to own  beneficially  more  than 5% of the  Partnership's  outstanding
Units.

ITEM 13.   CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

During  the year  ended  December  31,  1995,  the  Partnership  paid or accrued
remuneration to the General  Partners or their affiliates as set forth below. In
addition to the information provided herein,  certain transactions are described
in notes 7 and 8 in the Notes to Financial  Statements  appearing in Appendix A,
which are  included  in this  report and are  incorporated  herein by  reference
thereto.
<TABLE>

Net Cash From Operations distributed in 1995
<S>                                                                                                 <C>    
  to the General Partners                                                                           $26,449

Allocation of Income and (Loss)
 to the General Partners                                                                            $15,181
(For a description of the share of Net Cash From
Operations and the  allocation of Income and Loss to which the General  Partners
are entitled, reference is made to the discussion under the caption "Profits and
Losses  and  Cash  Distributions"  contained  on  pages  35  through  38 of  the
Prospectus of the  Partnership  dated March 22, 1984 (the  "Prospectus"),  which
discussion is incorporated herein by reference.)

Property management fees paid to an affiliate of
the General Partners                                                                                 $51,715

Reimbursements to General Partners                                                                  $84,643
(For a description of the costs reimbursable to the
General  Partners,  reference  is  made  to the  discussion  under  the  caption
"Compensation  and Fees"  contained  on pages 10 through  12 of the  Prospectus,
which discussion is incorporated herein by reference.)
</TABLE>


<PAGE>


                                                      PART IV

ITEM 14.   EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON
           FORM 8-K

(a)      1,2          See Page F-2
         3            See Exhibit Index contained herein

(b)      Reports on Form 8-K

         The  Partnership has not filed and was not required to file any reports
         on Form 8-K during the last quarter of 1995.

(c)      See Exhibit Index contained herein

(d)      See Page F-2.



<PAGE>


                                                    SIGNATURES


Pursuant to the requirements of Section 13 or 15 (d) of the Securities  Exchange
Act of 1934,  the  registrant  has duly  caused  this report to be signed on its
behalf by the undersigned, thereunto duly authorized.





                                    CLUSTER HOUSING PROPERTIES

                              By:  GP L'Auberge Communities, L.P., a California
                                         Limited Partnership, General Partner

              By: L'Auberge Communities, Inc., its General Partner


                  By: __/s/ J. Michael McDonald_________________________________
                      J. Michael McDonald, Executive Vice President
                       and Chief Financial Officer

                                    Date: March 25, 1996




Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following  persons on behalf of the  registrant and
in the capacities and on the dates indicated.

     Signature                Title                                    Date



_/s/ Stephen B. Boyle___ Director, President and                  March 25, 1996
  --------------------
  STEPHEN B. BOYLE       Principal Executive
                         Officer of L'Auberge
                         Communities, Inc.



_/s/ J. Michael McDonald_Executive Vice President and             March 25, 1996
  -----------------------
  J. MICHAEL McDONALD    Principal Financial and
                         Accounting Officer of
                         L'Auberge Communities, Inc.



<PAGE>



                                       F-4









                                   APPENDIX A

                           CLUSTER HOUSING PROPERTIES
                       (A California Limited Partnership)
                                AND SUBSIDIARIES
                                    ---------










                        CONSOLIDATED FINANCIAL STATEMENTS
           ITEM 8, ITEM 14(a)(1) and (2), and ITEM 14(d) OF FORM 10-K

             ANNUAL REPORT TO THE SECURITIES AND EXCHANGE COMMISSION
                      For the Year Ended December 31, 1995




                                     <PAGE>





                           CLUSTER HOUSING PROPERTIES
                       (A California Limited Partnership)
                                AND SUBSIDIARIES
                                    ---------

                   INDEX TO CONSOLIDATED FINANCIAL STATEMENTS


Report of Independent Accountants                                            F-3


Consolidated Balance Sheets at December 31, 1995 and 1994                    F-4


Consolidated Statements of Operations for the years
ended December 31, 1995, 1994 and 1993                                       F-5


Consolidated Statements of Partners' Equity (Deficit)
for the years ended December 31, 1995, 1994 and 1993                         F-6

Consolidated Statements of Cash Flows for the years
ended December 31, 1995, 1994 and 1993                               F-7 -- F-8


Notes to Consolidated Financial Statements                           F-9 -- F-16


All  Schedules  are omitted as they are not  applicable,  not  required,  or the
information is provided in the financial statements or the notes thereto.



<PAGE>





                        Report of Independent Accountants


To the Partners of
Cluster Housing Properties
(a California Limited Partnership):

         We have audited the accompanying consolidated balance sheets of Cluster
Housing  Properties (a California  Limited  Partnership)  and subsidiaries as of
December  31,  1995  and  1994,  and  the  related  consolidated  statements  of
operations,  partners'  equity  (deficit)  and cash  flows for each of the three
years in the period ended December 31, 1995. These financial  statements are the
responsibility of the General Partners of the Partnership. Our responsibility is
to express an opinion on these financial statements based on our audits.

         We conducted our audits in accordance with generally  accepted auditing
standards.  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 the
General Partners of the Partnership, 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 consolidated financial position of Cluster
Housing  Properties (a California  Limited  Partnership)  and subsidiaries as of
December 31, 1995 and 1994 and the consolidated  results of their operations and
their cash flows for each of the three years in the period  ended  December  31,
1995 in conformity with generally accepted accounting principles.



COOPERS & LYBRAND L.L.P.

Boston, Massachusetts February 21, 1996, except as for the information presented
in Note 10 for which the date is March 22, 1996



<PAGE>





<TABLE>
                           CLUSTER HOUSING PROPERTIES
                       (a California Limited Partnership)
                                AND SUBSIDIARIES

                           CONSOLIDATED BALANCE SHEETS

                           December 31, 1995 and 1994
                                                        ---------------

                                     ASSETS


                                                                                                     1995             1994
                                                                                                     ----             ----
Property, at cost (Notes 2, 3, 5, and 6):
<S>                                                                                                 <C>              <C>       
  Land                                                                                              $3,677,028       $3,677,028
  Buildings and improvements                                                                        14,067,756       14,067,756
  Equipment, furnishings and fixtures                                                                1,295,545        1,147,418
                                                                                                ---------------  ---------------

                                                                                                    19,040,329       18,892,202
  Less accumulated depreciation                                                                    (4,418,093)      (4,046,690)
                                                                                                ---------------  ---------------

                                                                                                    14,622,236       14,845,512

Cash and cash equivalents (Notes 2 and 4)                                                              480,389          195,407
Short-term investments (Note 2)                                                                      1,067,446        1,393,930
Real estate tax escrows                                                                                 44,055           51,805
Deposits and prepaid expenses                                                                            1,693            3,368
Accounts receivable                                                                                        631
                                                                                                                 -
Deferred expenses, net of accumulated
  amortization of $136,140 and $97,242 (Note 2)                                                         58,351           97,249
                                                                                                ---------------  ---------------

         Total assets                                                                              $16,274,801      $16,587,271
                                                                                                ===============  ===============

                        LIABILITIES AND PARTNERS' EQUITY

Mortgage notes payable (Note 6)                                                                      8,695,278        8,818,891
Accounts payable                                                                                        42,245           14,594
Accrued expenses                                                                                       164,298          156,079
Due to affiliates (Note 8)                                                                              23,173           10,190
Rents received in advance                                                                               10,495           13,997
Tenant security deposits                                                                                57,306           62,760
                                                                                                ---------------  ---------------

         Total liabilities                                                                           8,992,795        9,076,511

Commitments and contingencies (Note 10)
Minority interest (Note 5)                                                                             (8,895)
Partners' equity (Note 7)                                                                            7,290,901        7,510,760
                                                                                                ---------------  ---------------

        Total liabilities and partners' equity                                                     $16,274,801      $16,587,271

                                                                                          ===============  ===============
</TABLE>





<PAGE>



<TABLE>
                           CLUSTER HOUSING PROPERTIES
                       (a California Limited Partnership)
                                AND SUBSIDIARIES

                      CONSOLIDATED STATEMENTS OF OPERATIONS

              for the years ended December 31, 1995, 1994 and 1993
                                                         -------------

                                                                                     1995            1994             1993
                                                                                     ----            ----             ----

<S>                                                                                 <C>             <C>              <C>       
Rental income                                                                       $2,725,119      $2,572,947       $2,391,911

Rental operating expenses                                                            1,084,870         991,569          927,348
                                                                                --------------- ---------------  ---------------

Net rental operating income (exclusive of items
   shown separately below)                                                           1,640,249       1,581,378        1,464,563

Interest expense                                                                       799,167         809,974          819,791
Depreciation and amortization                                                          410,300         401,875          400,006

Other (income) and expenses:
  Interest income                                                                     (83,222)        (58,128)         (51,458)
  General and administrative (Note 8)                                                  204,889         166,681          154,242
                                                                                --------------- ---------------  ---------------
                                                                                       121,667         108,553          102,784
                                                                                --------------- ---------------  ---------------


Net income (loss)                                                                     $309,115        $260,976         $141,982
                                                                                =============== ===============  ===============

Net income (loss) allocated to:
  General Partners                                                                     $15,456         $13,049           $7,099

  Per unit of Investor Limited
    Partner interest:
       32,421 units issued                                                                9.06            7.65             4.16

</TABLE>






<PAGE>



<TABLE>
                           CLUSTER HOUSING PROPERTIES
                       (a California Limited Partnership)
                                AND SUBSIDIARIES

              CONSOLIDATED STATEMENTS OF PARTNERS' EQUITY (DEFICIT)

              for the years ended December 31, 1995, 1994 and 1993
                                                         -------------

                                                                                                   Investor          Total
                                                                                   General         Limited         Partners'
                                                                                   Partners        Partners          Equity

<S>                                                                                  <C>             <C>              <C>      
Balance at December 31, 1992                                                         (132,796)       8,170,571        8,037,775

Cash distributions                                                                    (16,211)       (308,000)        (324,211)

Net income                                                                               7,099         134,883          141,982
                                                                                --------------- ---------------  ---------------

Balance at December 31, 1993                                                         (141,908)       7,997,454        7,855,546

Cash distributions                                                                    (30,288)       (575,474)        (605,762)

Net income                                                                              13,049         247,927          260,976
                                                                                --------------- ---------------  ---------------

Balance at December 31, 1994                                                         (159,147)       7,669,907        7,510,760

Cash distributions                                                                    (26,449)       (502,525)        (528,974)

Net income                                                                              15,456         293,659          309,115
                                                                                --------------- ---------------  ---------------

Balance at December 31, 1995                                                        ($170,140)      $7,461,041       $7,290,901

                                                                                =============== ===============  ===============

</TABLE>











<PAGE>



<TABLE>
                           CLUSTER HOUSING PROPERTIES
                       (a California Limited Partnership)
                                AND SUBSIDIARIES

                      CONSOLIDATED STATEMENTS OF CASH FLOWS

              for the years ended December 31, 1995, 1994 and 1993

                Increase (decrease) in cash and cash equivalents
                                                         -------------

                                                                                     1995            1994             1993
                                                                                     ----            ----             ----
Cash flows from operating activities:
<S>                                                                                    <C>             <C>              <C>    
  Interest received                                                                    $82,408         $55,610          $49,606
  Cash received from rental income                                                   2,716,163       2,569,838        2,395,681
  Administrative expenses                                                            (201,143)       (159,895)        (150,084)
  Rental operations expenses                                                       (1,039,036)       (968,373)        (946,149)
  Interest paid                                                                      (799,636)       (810,404)        (820,182)
                                                                                --------------- ---------------  ---------------

Net cash provided by operating activities                                              758,756         686,776          528,872

Cash flows from investing activities:
  Purchase of fixed assets                                                           (148,127)         (6,392)         (38,248)
  Proceeds from maturities of short-term investments                                 1,367,863       1,400,408        1,379,242
  Cash paid for short-term investments                                             (1,040,565)     (1,367,863)      (1,400,408)
                                                                                --------------- ---------------  ---------------

Net cash provided (used) by investing activities                                       179,171          26,153         (59,414)

Cash flows from financing activities:
  Distributions to partners                                                          (528,974)       (605,762)        (324,211)
  Deposits                                                                               (358)            (95)            1,951
  Principal payments on mortgage notes payable                                       (123,613)       (112,822)        (103,042)
                                                                                --------------- ---------------  ---------------

Net cash used by financing activities                                                (652,945)       (718,679)        (425,302)
                                                                                --------------- ---------------  ---------------

Net increase (decrease) in cash and cash equivalents                                   284,982         (5,750)           44,156

Cash and cash equivalents at beginning of year                                         195,407         201,157          157,001
                                                                                --------------- ---------------  ---------------

Cash and cash equivalents at end of year                                              $480,389        $195,407         $201,157
                                                                                =============== ===============  ===============





<PAGE>



                           CLUSTER HOUSING PROPERTIES
                       (a California Limited Partnership)
                                AND SUBSIDIARIES

                      CONSOLIDATED STATEMENTS OF CASH FLOWS

              for the years ended December 31, 1995, 1994 and 1993

                Increase (decrease) in cash and cash equivalents
                                                         -------------

Reconciliation of net income to net cash provided by operating activities:



                                                                                     1995            1994             1993
                                                                                     ----            ----             ----
<S>                                                                                   <C>             <C>              <C>     
Net income                                                                            $309,115        $260,976         $141,982
Adjustments to reconcile net income to net cash
  provided by operating activities:
  Depreciation and amortization                                                        410,300         401,875          400,006
Change in assets and liabilities net of effects
  from investing and financing activities:
    Decrease in real estate tax escrows                                                  7,750          14,568              308
    Increase in accounts and interest receivable                                       (1,445)         (1,153)          (3,217)
    Decrease (increase) in deposits and prepaid expenses                                 2,033         (2,033)              -
    Increase (decrease) in accounts
      payable and accrued expenses                                                      35,871           8,679         (13,041)
    Increase (decrease) in due to affiliates                                             4,088           6,973            (936)
    Increase (decrease) in rent received in advance                                    (3,526)           4,446            1,595
    Increase (decrease) in tenant security deposits                                    (5,430)         (7,555)            2,175
                                                                                --------------- ---------------  ---------------

Net cash provided by operating activities                                             $758,756        $686,776         $528,872
                                                                                =============== ===============  ===============
</TABLE>



<PAGE>



                           CLUSTER HOUSING PROPERTIES

                       (A California Limited Partnership)
                                AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   ----------


                                       F-9

1.  Organization of Partnership:

Cluster   Housing   Properties   (a   California   Limited   Partnership)   (the
"Partnership"),  formerly Berry and Boyle Cluster Housing Properties, was formed
on August  8,  1983.  The  Partnership  issued  all of the  General  Partnership
Interests  to three  General  Partners  in exchange  for  capital  contributions
aggregating  $2,000.  Stephen B. Boyle and GP L'Auberge  Communities,  L.P.,  (a
California Limited  Partnership),  formerly Berry and Boyle Management,  are the
General  Partners.  In  September,  1995,  with the consent of Limited  Partners
holding a  majority  of the  outstanding  Units,  as well as the  consent of the
mortgage  lenders  for the  Partnership's  three  properties,  Richard  G. Berry
resigned as a general partner of the Partnership.

A  total  of  2,000  individual   Limited  Partners  owning  32,421  units  have
contributed $16,210,500 of capital to the Partnership. At December 31, 1995, the
total  number of  Limited  Partners  was 2,013.  Except  under  certain  limited
circumstances, as defined in the Partnership Agreement, the General Partners are
not required to make any additional capital contributions.  The General Partners
or their affiliates will receive various fees for services and reimbursement for
various organizational and selling costs incurred on behalf of the Partnership.

The accompanying  consolidated  financial statements present the activity of the
Partnership for the years ended December 31, 1995, 1994 and 1993.

The Partnership will continue until December 31, 2010, unless terminated earlier
by the sale of all, or substantially  all, of the assets of the Partnership,  or
otherwise in accordance  with the  provisions  of Section 16 of the  Partnership
Agreement.

2.  Significant Accounting Policies:

         A.  Basis of Presentation

         The  consolidated  financial  statements  include  the  accounts of the
         Partnership and its subsidiaries:  Sin Vacas Joint Venture (Sin Vacas),
         Autumn  Ridge Joint  Venture  (Autumn  Ridge) and Villa  Antigua  Joint
         Venture (Villa  Antigua).  All  intercompany  accounts and transactions
         have been  eliminated in  consolidation.  The  Partnership  follows the
         accrual basis of accounting.

         B.  Cash and Cash Equivalents

         The Partnership  considers all highly liquid debt instruments purchased
         with a maturity  of three  months or less to be cash  equivalents.  The
         carrying value of cash and cash equivalents approximates fair value. It
         is  the  Partnership's   policy  to  invest  cash  in  income-producing
         temporary cash  investments.  The  Partnership  mitigates any potential
         risk from such concentration of credit by placing investments with high
         quality financial institutions.

         C.  Short-term Investments

         At December 31, 1995, short term investments  consist solely of various
         forms of U. S.  Government  backed  securities,  with an aggregate  par
         value of  $1,075,000,  which mature in  February,  1996.  In 1994,  the
         Partnership  adopted  Statement of Financial  Accounting  Standards No.
         115,   "Accounting   for  Certain   Investments   in  Debt  and  Equity
         Securities".  The  Partnership  has the intent and  ability to hold its
         short term investments to maturity.  Accordingly, these securities have
         been recorded at amortized cost, which approximates market value. There
         was no  cumulative  effect  recorded  as a  result  of this  accounting
         change.

         D. Significant Risks and Uncertainties

         The  preparation of financial  statements in conformity  with generally
         accepted  accounting  principles  requires management to make estimates
         and  assumptions  that  affect  the  reported  amounts  of  assets  and
         liabilities and disclosure of contingent  assets and liabilities at the
         date of the financial  statements and the reported  amounts of revenues
         and expenses during the reporting  period.  Actual results could differ
         from those estimates.

         E.  Depreciation

         Depreciation  is provided  for by the use of the  straight-line  method
         over estimated useful lives as follows:

        Buildings and improvements                                   39-40 years
        Equipment, furnishings and fixtures                         5-15 years

         F.  Deferred Expenses

         Costs of obtaining the mortgages on the properties are being  amortized
         over  the  term  of  the  related  mortgage  notes  payable  using  the
         straight-line  method.  Fees paid to certain of the property developers
         were  amortized  over  the  term of the  services  provided  using  the
         straight-line  method. Any unamortized costs remaining at the date of a
         refinancing are expensed in the year of refinancing.

         G.  Income Taxes

         The Partnership is not liable for Federal or state income taxes because
         Partnership  income or loss is allocated to the Partners for income tax
         purposes. If the Partnership's tax returns are examined by the Internal
         Revenue  Service  or state  taxing  authority  and such an  examination
         results in a change in Partnership  taxable income (loss),  such change
         will be reported to the Partners.

         H. Rental Income

         Leases require the payment of rent in advance,  however,  rental income
         is recorded as earned.

         I. Reclassification

         Certain items in the financial  statements for the years ended December
         31,  1994  and 1993  have  been  reclassified  to  conform  to the 1995
         presentation.

         J. Long-Lived Assets

         The Partnership's  long-lived assets include property and equipment and
         deferred   expenses.   The  Partnership   will  evaluate  the  possible
         impairment  of  long-lived  assets  whenever  events  or  circumstances
         indicate that the carrying value of the assets may not be recoverable.


<PAGE>


3. Property
<TABLE>

Property, at cost, consisted of the following at December 31, 1995:

                                        Initial Cost                             Costs Capitalized
                                       to Partnership                            Subsequent to Acquisition
                         ------------------------------------------------------------------------

                                          Buildings      Equipment                  Buildings
        Property                             and         Furniture                     and
      Description            Land       Improvements    & Fixtures      Land      Improvements
-------------------------------------------------------------------------------------------------
Villas at Sin Vacas,
  a 72-unit residential
  rental complex located
<S>                           <C>           <C>             <C>          <C>             <C>    
  in Tucson, Arizona          $799,913      $3,948,060      $344,615     $22,146         $75,678

Pinecliff, a 96-unit
  residential rental
  complex located in
  Colorado Springs,
  Colorado                   1,242,061       5,981,166       380,288      -               81,889

Villa Antigua, an 88-unit
  residential rental
  complex located in
  Scottsdale, Arizona        1,610,646       3,942,388       376,709       2,262          38,575
                         ------------------------------------------------------------------------

                            $3,652,620     $13,871,614    $1,101,612     $24,408        $196,142
                         ========================================================================

Depreciation expense for the years ended December 31, 1995, 1994 and 1993 and accumulated depreciation
    at December 31, 1995 and 1994 consisted of the following:

                                                       Depreciation Expense
                                                1995          1994        1993
<S>                                           <C>           <C>         <C>     
Buildings and improvements                    $351,694      $351,695    $351,143
Equipment, furnishings and fixtures             19,709        11,283       9,966
                                       ------------------------------------------

                                              $371,403      $362,978    $361,109
                                       ==========================================

3. Property Continued

Property, at cost, consisted of the following at December 31, 1995:

                                                     Gross Amount At Which Carried
                                                           at Close of Period
                         -------------------------------------------------------------------------

                           Equipment                    Buildings      Equipment
        Property           Furniture                       and         Furniture                   Accumulated
      Description         & Fixtures       Land       Improvements    & Fixtures       Total       Depreciation
-----------------------------------------------------------------------------------------------------------------
Villas at Sin Vacas,
  a 72-unit residential
  rental complex located
<S>                            <C>          <C>           <C>             <C>          <C>            <C>       
  in Tucson, Arizona           $97,176      $822,059      $4,023,738      $441,791     $5,287,588     $1,383,336

Pinecliff, a 96-unit
  residential rental
  complex located in
  Colorado Springs,
  Colorado                      49,292     1,242,061       6,063,055       429,580      7,734,696      1,799,532

Villa Antigua, an 88-unit
  residential rental
  complex located in
  Scottsdale, Arizona           47,465     1,612,908       3,980,963       424,174      6,018,045      1,235,225
                         ----------------------------------------------------------------------------------------

                              $193,933    $3,677,028     $14,067,756    $1,295,545    $19,040,329     $4,418,093
                         ========================================================================================

                          Accumulated Depreciation
                                December 31,
                             1995          1994
<S>                          <C>          <C>       
Buildings and improvements   3,288,113    $2,936,419
Equipment, furnishings       1,129,980     1,110,271
-----------------------------------------------------

                            $4,418,093    $4,046,690
                         ============================

Each of the properties is encumbered by a nonrecourse mortgage note payable (see Note 6).
Leave blank for Note 3 Depreciation Schedule
</TABLE>

<PAGE>


4.  Cash and Cash Equivalents:

Cash and cash  equivalents  at  December  31,  1995  and 1994  consisted  of the
following:


                                                        1995          1994
                                                        ----          ----
Cash on hand .............................           $ 30,848           $ 19,992
Certificate of deposit ...................            100,000               --
Money market accounts ....................            349,541            175,415
                                                     --------           --------

                                                     $480,389           $195,407

5.  Joint Venture and Property Acquisitions:

The  Partnership  has invested in three  properties  located in  Scottsdale  and
Tucson,  Arizona and Colorado Springs,  Colorado. The success of the Partnership
will  depend upon  factors  which are  difficult  to predict  including  general
economic and real estate market conditions,  both on a national basis and in the
areas where the Partnership's investments are located.

Sin Vacas

On October 25, 1985,  the  Partnership  acquired a majority  interest in the Sin
Vacas Joint Venture,  which owns and operates the Villas at Sin Vacas, a 72-unit
residential  property located in Tucson,  Arizona.  Since the Partnership owns a
majority interest in the Sin Vacas Joint Venture, the accounts and operations of
the  Sin  Vacas  Joint  Venture  have  been   consolidated  into  those  of  the
Partnership.

The Partnership made initial cash payments in the form of capital  contributions
totaling $2,458,507 and funded $398,949 of property acquisition costs which were
treated as a capital  contribution  to the joint  venture.  Since  completion of
construction,   the  Partnership  has  made  additional  contributions  totaling
$153,757.  At December 31, 1995, the total capital contributions and acquisition
costs incurred were $2,592,527 and $418,686, respectively.

For the years ended December 31, 1995, 1994 and 1993 the Sin Vacas Joint Venture
had net income of  $49,277,  $65,081 and  $48,230,  respectively.  The  minority
interest joint venturer had insufficient basis to absorb its respective share of
the losses,  therefore,  for financial  statement  purposes the excess of losses
over basis has been  charged  against the  majority  interest.  Future  minority
interest  income,  if any,  from Sin Vacas  will be  credited  against  minority
interest losses previously  absorbed by the majority  interest.  At December 31,
1995 the cumulative  minority  interest losses absorbed by the majority interest
totaled $9,691.

Net cash from  operations  (as defined in the joint venture  agreement) is to be
distributed as available to each joint venture partner quarterly as follows:

         First,  to the  Partnership,  an  amount  equal  to  8.75%  per  annum,
         noncumulative  (computed daily on a simple noncompounded basis from the
         date of completion funding) of the Partnership's capital investment, as
         defined in the joint venture agreement;

         Second, the balance 70% to the Partnership and 30% to the co-venturer.

All losses from operations and  depreciation for the Sin Vacas Joint Venture are
allocated 99% to the Partnership and 1% to the co-venturer.

All profits from operations, to the extent of cash distributions, shall first be
allocated to the  Partnership and co-venturer in the same proportion as the cash
distribution. Any remaining profits are allocated 70% to the Partnership and 30%
to the co-venturer.

In the case of certain capital  transactions and distributions as defined in the
joint venture  agreement,  the  allocation of related  profits,  losses and cash
distributions,  if any, would be different than as described  above and would be
effected by the relative balances in the individual partners' capital accounts.

Pinecliff

On July 16, 1986, the Partnership  acquired Pinecliff (formerly Autumn Ridge), a
96-unit  residential   property  located  in  Colorado  Springs,   Colorado  and
simultaneously  contributed  the  property  to the Autumn  Ridge  Joint  Venture
comprised of the Partnership and an affiliate of the property  developer.  Since
the Partnership owns a majority interest in the Autumn Ridge Joint Venture,  the
accounts and operations of the Autumn Ridge Joint Venture have been consolidated
into those of the Partnership.

The Partnership made initial cash payments in the form of capital  contributions
totaling $3,819,397 and funded $546,576 of property acquisition costs which were
treated as a capital  contribution  to the Autumn  Ridge  Joint  Venture.  Since
completion of  construction,  the Partnership has made additional  contributions
totaling  $314,097.  At December 31, 1995 the total  capital  contributions  and
acquisition costs incurred were $4,182,595 and $497,475, respectively.

For the years ended  December  31,  1995,  1994 and 1993 the Autumn  Ridge Joint
Venture had net income of $149,652, $153,418 and $109,963, respectively.

Net cash from  operations  (as defined in the joint venture  agreement) is to be
distributed as available to each joint venture partner quarterly as follows:

         First,  to  the   Partnership,   an  amount  equal  to  8%  per  annum,
         noncumulative  (computed daily on a simple noncompounded basis from the
         date of completion funding) of the Partnership's capital investment, as
         defined in the joint venture agreement;

         Second, the balance 82% to the Partnership and 18% to the co-venturer.

All losses from operations and  depreciation  for the Autumn Ridge Joint Venture
are allocated 100% to the Partnership.

All profits from operations, to the extent of cash distributions, shall first be
allocated to the  Partnership and co-venturer in the same proportion as the cash
distribution. Any remaining profits are allocated 82% to the Partnership and 18%
to the co-venturer.

In the case of certain capital  transactions and distributions as defined in the
joint venture  agreement,  the  allocation of related  profits,  losses and cash
distributions,  if any, would be different than as described  above and would be
effected by the relative balances in the individual partners' capital accounts.

Villa Antigua

On June 11,  1987,  the  Partnership  acquired a majority  interest in the Villa
Antigua  Joint  Venture,  which  owns and  operates  Villa  Antigua,  an 88-unit
residential property located in Scottsdale,  Arizona. Since the Partnership owns
a majority  interest  in the Villa  Antigua  Joint  Venture,  the  accounts  and
operations of the Villa Antigua Joint Venture have been  consolidated into those
of the Partnership.

The Partnership made initial cash payments in the form of capital  contributions
totaling $2,494,677 and funded $381,729 of property acquisition costs which were
treated as a capital  contribution  to the Villa  Antigua Joint  Venture.  Since
completion of  construction,  the Partnership has made additional  contributions
totaling  $60,832.  At December 31, 1995,  the total capital  contributions  and
acquisition costs were $2,555,509 and $381,729, respectively.

The Villa Antigua Joint Venture had net income of $206,914, $130,002 and $68,400
for the years ended December 31,1995, 1994 and 1993. The minority interest joint
venturer  had  insufficient  basis to absorb  its  respective  share of  losses,
therefore,  for financial statement purposes the excess of losses over basis has
been charged against the majority interest. In 1995, minority interest income of
$5,494 was credited against minority interest losses previously  absorbed by the
majority interest. At December 31, 1995, the cumulative minority interest losses
absorbed by the majority interest, net of income credited totaled $4,925.

Net cash from  operations  (as defined in the joint venture  agreement) is to be
distributed as available to each joint venture partner quarterly as follows:

         First,  to  the  Partnership,   an  amount  equal  to  10%  per  annum,
         noncumulative  (computed daily on a simple noncompounded basis from the
         date of  completion  funding)  of the  Partnership's  adjusted  capital
         investment, as defined in the joint venture agreement;

         Second, the balance 70% to the Partnership and 30% to the co-venturer.

All losses from operations and  depreciation for the Villa Antigua Joint Venture
are allocated 99% to the Partnership and 1% to the co-venturer.

All profits from operations, to the extent of cash distributions, shall first be
allocated to the  Partnership and co-venturer in the same proportion as the cash
distributions; however, if for any taxable year there are no cash distributions,
profits are allocated 99% to the Partnership and 1% to the co-venturer.

In the case of certain capital  transactions and distributions as defined in the
joint venture  agreement,  the  allocation of related  profits,  losses and cash
distributions,  if any, would be different than as described  above and would be
effected by the relative balances in the individual partners' capital accounts.

The Sin Vacas  Joint  Venture,  the Autumn  Ridge  Joint  Venture  and the Villa
Antigua  Joint  Venture  are  sometimes  collectively  referred to as the "Joint
Ventures".

6.  Mortgage Notes Payable:

All of the property  owned by the  Partnership  is pledged as collateral for the
nonrecourse  mortgage  notes payable  outstanding  at December 31, 1995 and 1994
which consisted of the following:

                                                    1995                  1994
                                                   ----                   ----
Villas at Sin Vacas ....................          $2,467,255          $2,502,323
Pinecliff ..............................           3,161,919           3,206,886
Villa Antigua ..........................           3,066,104           3,109,682
                                                  ----------          ----------

                                                  $8,695,278          $8,818,891
                                                  ==========          ==========

Sin Vacas
On June 30, 1992,  Villas at Sin Vacas  refinanced  its permanent loan using the
proceeds of a new first  mortgage  loan in the amount of  $2,575,000.  Under the
terms of the note, monthly principal and interest payments of $21,830,  based on
a fixed  interest rate of 9.125%,  are required  over the term of the loan.  The
balance of the note will be due on July 15, 1997.

Pinecliff
On June 30, 1992,  Pinecliff refinanced its permanent loan using the proceeds of
a new first  mortgage loan in the amount of  $3,300,000.  Under the terms of the
note,  monthly  principal and interest payments of $27,976 are required over the
term of the loan,  based on a fixed interest rate of 9.125%.  The balance of the
note will be due on July 15, 1997.

Villa Antigua
On June 30, 1992, Villa Antigua refinanced its permanent loan using the proceeds
of a new first mortgage loan in the amount of $3,200,000. Under the terms of the
note,  monthly  principal  and  interest  payments of $27,128,  based on a fixed
interest rate of 9.125%,  are required over the term of the loan. The balance of
the note will be due on July 15, 1997.

Interest accrued at December 31, 1995 and 1994 consisted of the following:

                                                         1995             1994
                                                         ----             ----
Villas at Sin Vacas ........................           $ 9,381           $ 9,514
Pinecliff ..................................            12,022            12,193
Villa Antigua ..............................            11,658            11,823
                                                       -------           -------

                                                       $33,061           $33,530
                                                       =======           =======

The aggregate  principal amounts of long term borrowings due during the calendar
years 1996 and 1997, respectively, are $135,348, and $8,559,930.

The  principal   balance  of  the  mortgage  notes  payable   appearing  on  the
consolidated balance sheet approximates the fair value of such notes.

7.  Partners' Equity:

Under the terms of the  Partnership  Agreement  profits are allocated 95% to the
Limited Partners and 5% to the General Partners; losses are allocated 99% to the
Limited Partners and 1% to the General Partners.

Cash distributions to the partners are governed by the Partnership Agreement and
are made,  to the extent  available,  95% to the Limited  Partners and 5% to the
General Partners.

The allocation of the related profits, losses, and distributions,  if any, would
be different  than  described  above in the case of certain events as defined in
the  Partnership  Agreement,  such as the sale of an  investment  property or an
interest in a joint venture partnership.

8.  Related-Party Transactions:

Due to affiliates at December 31, 1995 and 1994 consisted of reimbursable  costs
payable to L'Auberge Communities, Inc., an affiliate of the General Partners, in
the amounts of $14,278, and $10,190,  respectively and distributions  payable to
the Villa Antigua co-venturer of $8,895 and $0, respectively.

For the years ended December 31, 1995, 1994 and 1993, general and administrative
expenses  included  $84,643,  $68,625,  and  $67,387,  respectively,  of  salary
reimbursements  paid to the  General  Partners  for certain  administrative  and
accounting personnel who performed services for the Partnership.

The officers and principal shareholders of Evans Withycombe, Inc., the developer
and property manager of the Villas at Sin Vacas and Villa Antigua properties and
an affiliate of the  co-venturers of those joint  ventures,  together hold a two
and one half percent  cumulative  profit or  partnership  voting  interest in LP
L'Auberge  Communities,  a California  Limited  Partnership,  formerly Berry and
Boyle, which is the principal limited partner of GP L'Auberge Communities, L.P.

During the years ended December 31, 1995,  1994 and 1993,  $84,187,  $79,692 and
$73,891, respectively, of property management fees were paid or accrued to Evans
Withycombe, Inc.

Residential Services - L'Auberge, formerly Berry and Boyle Residential Services,
the property  manager of Pinecliff,  is an affiliate of the General  Partners of
the Partnership.  For the years ended December 31, 1995, 1994 and 1993, $51,715,
$49,083 and  $45,715,  respectively,  of property  management  fees were paid or
accrued to Residential Services - L'Auberge.

9.  Book-Tax Reconciliation of Net Income (Loss)

The  reconciliation  of net income  reported  in the  accompanying  consolidated
statements of operations to the net loss reported in the Partnership's 1995 U.S.
Partnership Return of Income is as follows:

Net income per consolidated statement of operations ...........       $ 309,115
Prepaid rental income .........................................          (3,525)
Additional depreciation .......................................        (206,563)
Basis step-up adjustment ......................................         (18,204)
Other adjustments, net ........................................          (5,459)
                                                                      ---------

Net income per federal tax return .............................       $  75,364
                                                                      =========

10. Subsequent Event:

On March 22, 1996, the Partnership and certain  affiliates entered into a letter
of intent with Evans Withycombe, Inc. and certain of its affiliates ("EWI"). The
transactions  contemplated  by the  letter of intent,  which are  subject to the
execution of definitive agreements, the receipt of any necessary lender consents
and  satisfaction  of  certain  other  conditions,  as to which  there can be no
assurance,  are intended to more definitively  separate the interests of EWI and
the  Partnership,  thus  affording the  Partnership  greater  flexibility in the
operation and  disposition  of the  properties.  The letter of intent  provides,
among other things,  in  consideration of a payment by the Partnership to EWI of
$73,775,  for EWI (i) to  relinquish  its contract to manage Sin Vacas and Villa
Antigua and its option to exercise  its rights of first  refusal  with regard to
the sale of those  properties  and (ii) to assign all of its interest in the Sin
Vacas  Joint  Venture and the Villa  Antigua  Joint  Venture to the  Partnership
(while  preserving  the  economic  interests  of the  venturer  in  these  Joint
Ventures),  resulting in the  dissolution of the Sin Vacas Joint Venture and the
Villa Antigua Joint Venture.


<PAGE>