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September 5, 2006





Securities and Exchange Commission
450 Fifth Street, NW
Washington, DC  20549

         Boston Financial Tax Credit Fund Plus, A Limited Partnership
         Annual Report on Form 10-KSB/A for the Year Ended March 31, 2004
         File Number 0-22104


Dear Sir/Madam:

Pursuant to the requirements of Section 15(d) of the Securities Exchange Act of
1934, filed herewith is one copy of subject report.


Very truly yours,




/s/Stephen Guilmette
Stephen Guilmette
Assistant Controller



TCP10K-K



<PAGE>


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

                                  FORM 10-KSB/A

(Mark One)

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

For the fiscal year ended     March  31, 2004
                            -------------------------


                                       OR

[   ]     TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
          EXCHANGE ACT OF 1934

For the transition period from                 to


  Commission file number 0-22104

   Boston Financial Tax Credit Fund Plus,  A Limited Partnership
------------------------------------------------------------------
     (Exact name of registrant as specified in its charter)

              Massachusetts                    04-3105699
      (State or other jurisdiction of         (I.R.S. Employer
       incorporation or organization)        Identification No.)

   101 Arch Street, Boston, Massachusetts          02110-1106
    (Address of principal executive offices)      (Zip Code)

Registrant's telephone number, including area code  (617) 439-3911
                                                    ---------------


Securities registered pursuant to Section 12(b) of the Act:
                                             Name of each exchange on
          Title of each class                   which registered
          -------------------              -----------------------------
                None                                   None
Securities registered pursuant to Section 12(g) of the Act:

                  CLASS A AND CLASS B UNITS OF LIMITED PARTNERSHIP INTEREST
                                (Title of Class)
                                     100,000

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 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 (Subsection 229.405 of this chapter) 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-KSB/A or any amendment to this Form 10-KSB/A [ X ]

State the aggregate sales price of partnership units held by nonaffiliates of
the registrant.
                                         $37,933,000 as of March 31, 2004
                                         --------------------------------


<PAGE>

OCUMENTS INCORPORATED BY REFERENCE: LIST THE FOLLOWING DOCUMENTS IF
INCORPORATED BY REFERENCE AND THE PART OF THE FORM 10-KSB/A INTO WHICH THE
DOCUMENT IS INCORPORATED: (1) ANY ANNUAL REPORT TO SECURITY HOLDERS; (2) ANY
PROXY OR INFORMATION STATEMENT; AND (3) ANY PROSPECTUS FILED PURSUANT TO RULE
424(b) OR (c) UNDER THE SECURITIES ACT OF 1933.
<TABLE>
<CAPTION>

                                                                        Part of Report on
                                                                        Form 10-KSB/A into
                                                                        Which the Document
Documents incorporated by reference                                     is Incorporated
-----------------------------------                                     -----------------------

<S>                                                                     <c>
Post-effective amendment No. 5 to the Form S-11
     Registration Statement, File # 33-38408                            Part I, Item 1

Post-effective amendment No. 6 to the Form S-11
     Registration Statement File # 33-38408                             Part III, Item 11

Acquisition Reports                                                     Part I, Item 1

Prospectus - Sections Entitled:

     "Investment Objectives and Policies -
      Principal Investment Objectives"                                  Part I, Item 1

     "Investment Risks"                                                 Part I, Item 1

     "Estimated Use of Proceeds"                                        Part III, Item 12

     "Management Compensation and Fees"                                 Part III, Item 12

     "Profits and Losses for Tax Purposes, Tax
      Credits and Cash Distributions"                                   Part III, Item 12

</TABLE>

                                Explanatory Note

On June 30, 2004, Boston Financial Tax Credit Fund Plus, A Limited Partnership
(the "Fund") filed its annual report on Form 10-KSB for its fiscal year ended
March 31, 2004. The Fund hereby amends the 2004 Form 10-KSB to include the name
of its Registered Public Accounting Firm as well as the city and state of the
office that performed the audit, to disclose the fees paid and types of services
rendered by the principal accountant, to expand in greater detail the disclosure
in the summary of Critical Accounting Policies and to include current
certifications pursuant to sections 302 and 906 of the Sarbanes-Oxley Act of
2002. This form 10-KSB/A does not reflect events occurring after the June 30,
2004 filing of the Annual Report or modify or update the disclosure contained in
the Annual Report in any way other than as required to reflect the amendments
discussed above.




<PAGE>

         BOSTON FINANCIAL TAX CREDIT FUND PLUS, A LIMITED PARTNERSHIP

                         ANNUAL REPORT ON FORM 10-KSB/A
                        FOR THE YEAR ENDED MARCH 31, 2004

                                TABLE OF CONTENTS
<TABLE>
<CAPTION>


                                                                           Page No.

PART I

       <S>          <C>                                                         <C>
       Item 1       Business                                                    K-3
       Item 2       Properties                                                  K-5
       Item 3       Legal Proceedings                                           K-12
       Item 4       Submission of Matters to a Vote of
                    Security Holders                                            K-12

PART II

       Item 5       Market for the Registrant's Units and
                    Related Security Holder Matters                             K-12
       Item 6       Management's Discussion and Analysis of
                    Financial Condition and Results of Operations               K-12
       Item 7       Financial Statements and Supplementary Data                 K-17
       Item 8       Changes in and Disagreements with Accountants
                   on Accounting and Financial Disclosure K-17

PART III

       Item 9       Directors and Executive Officers
                    of the Registrant                                           K-17
       Item 10      Management Remuneration                                     K-18
       Item 11      Security Ownership of Certain Beneficial
                    Owners and Management                                       K-18
       Item 12      Certain Relationships and Related Transactions              K-18
       Item 13      Exhibits, Financial Statement Schedules and
                    Reports on Form 8-K                                         K-20
       Item 14      Principal Accountant Fees and Services                      K-20

CONTROLS AND PROCEDURES                                                         K-21
-----------------------

SIGNATURES                                                                      K-22
----------

CERTIFICATIONS                                                                  K-23
--------------
</TABLE>


<PAGE>


                                     PART I

Item 1.  Business

Boston Financial Tax Credit Fund Plus, A Limited Partnership (the "Fund") is a
Massachusetts limited partnership formed on December 10, 1990 under the laws of
the Commonwealth of Massachusetts. The Fund's partnership agreement
("Partnership Agreement") authorized the sale of up to 100,000 Class A and Class
B units of Limited Partnership Interest ("Class A Units" and "Class B Units";
Class A Units and Class B Units are collectively called "Units") at $1,000 per
Unit, adjusted for certain discounts. The Fund raised $37,932,300 ("Gross
Proceeds"), net of discounts of $700, through the sale of 34,643 Class A Units
and 3,290 Class B Units. Such amounts exclude five unregistered Units previously
acquired for $5,000 by the Initial Limited Partner, which is also one of the
General Partners. The offering of Units terminated on January 11, 1993.

The Fund is engaged solely in the business of real estate investment.
Accordingly, a presentation of information about industry segments is not
applicable and would not be material to an understanding of the Fund's business
taken as a whole.

The Fund originally invested as a limited partner in twenty-nine limited
partnerships ("Local Limited Partnerships") which own and operate residential
apartment complexes ("Properties"), some of which benefit from some form of
federal, state or local assistance programs and all of which qualify for
low-income housing tax credits ("Tax Credits") that were added to the Internal
Revenue Code (the "Code") by the Tax Reform Act of 1986. The Fund also invested
in, for the benefit of the Class B Limited Partners, United States Treasury
obligations from which the interest coupons have been stripped or in such
coupons themselves (collectively "Treasury STRIPS"). The Fund used approximately
28% of the Class B Limited Partners' capital contributions to purchase Treasury
STRIPS with maturities of 13 to 18 years, with a total redemption amount equal
to the Class B Limited Partners' capital contributions. The investment
objectives of the Fund include the following: (i) provide annual tax benefits in
the form of tax credits which Limited Partners may use to offset their Federal
income tax liability; (ii) preserve and protect the Fund's capital committed to
Local Limited Partnerships; (iii) provide cash distributions from operations of
Local Limited Partnerships; (iv) provide cash distributions from Sale or
Refinancing transactions with the possibility of long term capital appreciation;
and (v) provide cash distributions derived from investment in Treasury STRIPS to
Class B Limited Partners after a period of approximately thirteen to eighteen
years equal to their Capital Contributions. There cannot be any assurance that
the Fund will attain any or all of these investment objectives. A more detailed
discussion of these investments objectives, along with the risk in achieving
them, is contained in the sections of the Prospectus entitled "Investment
Objectives and Policies - Principal Investment Objectives" and "Investment
Risks", which are herein incorporated by this reference.

Table A on the following page lists the Properties originally acquired by the
Local Limited Partnerships in which the Fund has invested. Item 6 of this Report
contains other significant information with respect to such Local Limited
Partnerships. The terms of the acquisition of each Local Limited Partnership
interest have been described in six supplements to the Prospectus and five Form
8-K filings which were collected in Post-effective Amendment No. 5 to the
Registration Statement (collectively, the "Acquisition Reports"); such
descriptions are incorporated herein by this reference.


<PAGE>
<TABLE>
<CAPTION>


                                     TABLE A

                             SELECTED LOCAL LIMITED
                                PARTNERSHIP DATA


      Properties owned by                                                               Date Interest
Local Limited Partnerships                               Location                         Acquired

     <S>                                             <C>                                  <C>
     Leatherwood (formerly Village Oaks)(1)          Yoakum, TX                           12/23/91
     Tamaric(1)                                      Cedar Park, TX                       12/23/91
     Northwest(1)                                    Georgetown, TX                       12/23/91
     Pilot House                                     Newport News, VA                     02/25/92
     Jardines de Juncos                              Juncos, PR                           04/14/92
     Livingston Arms                                 Poughkeepsie, NY                     05/01/92
     Broadway Tower                                  Revere, MA                           06/02/92
     45th & Vincennes                                Chicago, IL                          06/26/92
     Phoenix Housing                                 Moorhead, MN                         07/06/92
     Cottages of Aspen                               Oakdale, MN                          07/02/92
     Long Creek Court                                Kittrell, NC                         07/01/92
     Atkins Glen                                     Stoneville, NC                       07/01/92
     Tree Trail                                      Gainesville, FL                      10/30/92
     Meadow Wood                                     Smyrna, TN                           10/30/92
     Primrose                                        Grand Forks, ND                      12/09/92
     Sycamore                                        Sioux Falls, SD                      12/17/92
     Preston Place                                   Winchester, VA                       12/21/92
     Kings Grant Court                               Statesville, NC                      12/23/92
     Chestnut Plains                                 Winston-Salem, NC                    12/24/92
     Bancroft Court(1)                               Toledo, OH                           12/31/92
     Capitol Park(1)                                 Oklahoma City, OK                    02/10/93
     Hudson Square                                   Baton Rouge, LA                      03/08/93
     Walker Woods II                                 Dover, DE                            06/11/93
     Vista Villa                                     Saginaw County, MI                   08/04/93
     Metropolitan                                    Chicago, IL                          08/19/93
     Carolina Woods II                               Greensboro, NC                       10/11/93
     Linden Square                                   Genesee County, MI                   10/29/93
     New Garden Place                                Gilmer, NC                           06/24/94
     Findley Place                                   Minneapolis, MN                      07/15/94

 (1) The Fund no longer has an interest in the Local Limited Partnership which
     owns this Property.
</TABLE>

Although the Fund's investments in Local Limited Partnerships are not subject to
seasonal fluctuations, the Fund's equity in losses of Local Limited
Partnerships, to the extent it reflects the operations of individual Properties,
may vary from quarter to quarter based upon changes in occupancy and operating
expenses as a result of seasonal factors.

Each Local Limited Partnership has as its general partners ("Local General
Partners") one or more individuals or entities not affiliated with the Fund or
its General Partners. In accordance with the partnership agreements under which
such entities are organized ("Local Limited Partnership Agreements"), the Fund
depends on the Local General Partners for the management of each Local Limited
Partnership. As of March 31, 2004, the following Local Limited Partnerships have
a common Local General Partner or affiliated group of Local General Partners
accounting for the specified percentage of the capital contributions made to
Local Limited Partnerships: (i) Tree Trail Apartments, A Limited Partnership and
Meadow Wood Townhomes, A Limited Partnership, representing 14.60%, have Flournoy
Development Company as Local General Partners; (ii) Long Creek Court Limited
Partnership, Atkins Glen Limited Partnership, Kings Grant Court Limited
Partnership and Chestnut Plains Limited Partnership, representing 5.20%, have
Regency Investment Assoc. Inc. as Local General Partners; (iii) Phoenix Housing,
L.P., Dakota Square Manor Limited Partnership and Duluth Limited Partnership II,
representing 6.87%, have MetroPlains Acquisition Corporation as Local General
Partners; and (iv) Pilot House Associates, L.P. and Preston Place Associates,
L.P., representing 18.36%, have Castle Development Corporation as Local General
Partner. The Local General Partners of the remaining Local Limited Partnerships
are identified in the Acquisition Reports, which are herein incorporated by
reference.

The Properties owned by Local Limited Partnerships in which the Fund has
invested are, and will continue to be, subject to competition from existing and
future apartment complexes in the same areas. The continued success of the Fund
will depend on many outside factors, most of which are beyond the control of the
Fund and which cannot be predicted at this time. Such factors include general
economic and real estate market conditions, both on a national basis and in
those areas where the Properties are located, the availability and cost of
borrowed funds, real estate tax rates, operating expenses, energy costs and
government regulations. In addition, other risks inherent in real estate
investment may influence the ultimate success of the Fund, including: (i)
possible reduction in rental income due to an inability to maintain high
occupancy levels or adequate rental levels; (ii) possible adverse changes in
general economic conditions and adverse local conditions, such as competitive
overbuilding, a decrease in employment or adverse changes in real estate laws,
including building codes; and (iii) possible future adoption of rent control
legislation which would not permit increased costs to be passed on to the
tenants in the form of rent increases or which suppresses the ability of the
Local Limited Partnerships to generate operating cash flow. Since most of the
Properties benefit from some form of government assistance, the Fund is subject
to the risks inherent in that area including decreased subsidies, difficulties
in finding suitable tenants and obtaining permission for rent increases. In
addition, any Tax Credits allocated to investors with respect to a Property are
subject to recapture to the extent that the Property or any portion thereof
ceases to qualify for the Tax Credits. Other future changes in federal and state
income tax laws affecting real estate ownership or limited partnerships could
have a material and adverse affect on the business of the Fund.

The Fund is managed by Arch Street VIII, Inc., the Managing General Partner of
the Fund. The other General Partner of the Fund is Arch Street VI Limited
Partnership. The Fund, which does not have any employees, reimburses MMA
Financial, LLC ("MMA"), an affiliate of the General Partners, for certain
expenses and overhead costs. A complete discussion of the management of the Fund
is set forth in Item 9 of this Report.

Item 2.  Properties

The Fund owns limited partnership interests in twenty-four Local Limited
Partnerships which own and operate Properties, some of which benefit from some
form of federal, state or local assistance programs and all of which qualify for
the Tax Credits added to the Code by the Tax Reform Act of 1986. The Fund's
ownership interest in each Local Limited Partnership is 99%, except for
Livingston Arms, Phoenix Housing, Metropolitan, New Garden Place and Findley
Place, where the Fund's ownership interests are 82%, 0.2%, 98.75%, 97.9% and
98%, respectively, and Primrose and Sycamore, where the Fund's ownership is
49.5%.

Each of the Local Limited Partnerships has received an allocation of Tax Credits
from its relevant state tax credit agency. In general, the Tax Credit runs for
ten years from the date the Property is placed in service. The required holding
period (the "Compliance Period") of the Properties is fifteen years. During
these fifteen years, the Properties must satisfy rent restrictions, tenant
income limitations and other requirements, as promulgated by the Internal
Revenue Service, in order to maintain eligibility for the Tax Credit at all
times during the Compliance Period. Once a Local Limited Partnership has become
eligible for the Tax Credits, it may lose such eligibility and suffer an event
of recapture if its Property fails to remain in compliance with the
requirements.

In addition, some of the Local Limited Partnerships have obtained one or a
combination of different types of loans such as: i) below market rate interest
loans; ii) loans provided by a redevelopment agency of the town or city in which
the Property is located at favorable terms; and iii) loans that have repayment
terms that are based on a percentage of cash flow.

The schedule on the following pages provides certain key information on the
Local Limited Partnership interests acquired by the Fund.


<PAGE>


<TABLE>
<CAPTION>


                                               Capital Contributions
Local Limited Partnership   Number     Total committed    Paid through     Mtge. loans payable                        Occupancy
Property Name                of           at March 31,       March 31,       at December 31,         Type of          at March 31,
Property Location         Apt. Units         2004              2004             2003                 Subsidy*            2004
-----------------------  ------------ -------------------  ------------- ----------------------    -----------     ----------------

Division of Boston Financial
Texas Properties Limited
Partnership VI (formerly,
Yoakum-Village Oaks
Housing Associates, LTD)(1)
Leatherwood Terrace
Yoakum, TX

Tamaric Housing Associates, LTD.
 (1)
Tamaric
Cedar Park, TX

Georgetown - Northwest Housing
Associates, LTD. (1)
Northwest
Georgetown, TX

Pilot House Associates, L.P.
Pilot House
<S>                       <C>          <C>                 <C>                  <C>                                      <C>
Newport News, VA          132          $2,479,708          $2,479,708           $4,035,547              None             100%

Jardines Limited Dividend
Partnership, S.E., L.P.
Jardines de Juncos
Juncos, PR                 60             604,781             604,781            2,581,374              FmHA             100%

</TABLE>


<PAGE>


<TABLE>
<CAPTION>


                                               Capital Contributions
Local Limited Partnership   Number     Total committed    Paid through     Mtge. loans payable                        Occupancy
Property Name                of           at March 31,       March 31,       at December 31,         Type of          at March 31,
Property Location         Apt. Units         2004              2004             2003                 Subsidy*            2004
-----------------------  ------------ -------------------  ------------- ----------------------    -----------     ----------------

99 Livingston Associates, L.P.
Livingston Arms
<S>                        <C>                <C>             <C>                 <C>                                       <C>
Poughkeepsie, NY           25                 1,114,686       1,114,686           389,183                 None              96%

Broadway Tower Limited
Partnership
Broadway Tower
Revere, MA                 92                 2,350,000       2,350,000         5,262,109               Section 8           99%

Phoenix Housing, L.P.
Phoenix Housing
Moorhead, MN               40                   457,810         457,810         2,124,855               Section 8          100%

Cottage Homesteads of Aspen
Limited Partnership
Cottages of Aspen
Oakdale, MN               114                 1,027,333       1,027,333         4,375,000                 None              92%

45th & Vincennes Limited
Partnership
45th & Vincennes
Chicago, IL                19                   689,080         689,080           586,143               Section 8           74%

Long Creek Court Limited
Partnership
Long Creek Court
Kittrell, NC               14                   120,476         120,476           542,950                 FmHA              86%
</TABLE>


<PAGE>

<TABLE>
<CAPTION>


                                               Capital Contributions
Local Limited Partnership   Number     Total committed    Paid through     Mtge. loans payable                        Occupancy
Property Name                of           at March 31,       March 31,       at December 31,         Type of          at March 31,
Property Location         Apt. Units         2004              2004             2003                 Subsidy*            2004
-----------------------  ------------ -------------------  ------------- ----------------------    -----------     ----------------

Atkins Glen Limited Partnership
Atkins Glen
<S>                       <C>                  <C>             <C>               <C>                                      <C>
Stoneville, NC            24                   205,574         205,574           943,512                 FmHA             100%

Tree Trail Apartments,
A Limited Partnership
Tree Trail
Gainesville, FL          108                 2,060,143       2,060,143         2,519,564                 None              89%

Meadow Wood Townhomes,
A Limited Partnership
Meadow Wood
Smyrna, TN                88                 1,742,671       1,742,671         2,429,317                 None              97%

Dakota Square Manor
Limited Partnership
Primrose
Grand Forks, ND           48                   674,557         674,557         1,023,127                 None              96%

Duluth Limited Partnership II
Sycamore
Sioux Falls, SD           48                   657,000         657,000         1,217,658                 None              88%

Preston Place Associates, L.P.
Preston Place
Winchester, VA           120                 2,300,000       2,300,000         3,946,705                 None             100%
</TABLE>



<PAGE>


<TABLE>
<CAPTION>


                                               Capital Contributions
Local Limited Partnership   Number     Total committed    Paid through     Mtge. loans payable                        Occupancy
Property Name                of           at March 31,       March 31,       at December 31,         Type of          at March 31,
Property Location         Apt. Units         2004              2004             2003                 Subsidy*            2004
-----------------------  ------------ -------------------  ------------- ----------------------    -----------     ----------------

Kings Grant Court
Limited Partnership
Kings Grant Court
<S>                        <C>             <C>                <C>                  <C>                                      <C>
Statesville, NC            36              708,530            708,530              838,830                 None             100%

Chestnut Plains Limited
Partnership
Chestnut Plains
Winston-Salem, NC          24              319,810            319,810              548,204                 None              54%

Prince Hall Housing Associates,
Limited Partnership (1)
Capitol Park
Oklahoma City, OK

Bancroft Street Limited
Partnerships (1)
Bankcroft Court
Toledo, OH

Hudson Square Apartments
Company (A Limited
Partnership)
Hudson Square
Baton Rouge, LA            82              554,670            554,670              475,127               Section 8          100%

Walker Woods Partners, II, L.P.
Walker Woods II
Dover, DE                  19              591,429            591,429              849,754                 None             100%

</TABLE>

<PAGE>


<TABLE>
<CAPTION>


                                               Capital Contributions
Local Limited Partnership   Number     Total committed    Paid through     Mtge. loans payable                        Occupancy
Property Name                of           at March 31,       March 31,       at December 31,         Type of          at March 31,
Property Location         Apt. Units         2004              2004             2003                 Subsidy*            2004
-----------------------  ------------ -------------------  ------------- ----------------------    -----------     ----------------

Vista Villa Limited Dividend
Housing Association
Limited Partnership
Vista Villa
<S>                        <C>                 <C>             <C>              <C>                                         <C>
Saginaw County, MI         100                 1,204,762       1,204,762        3,584,407                 None              95%

Metropolitan Apartments
Limited Partnership
Metropolitan
Chicago, IL                 69                 2,139,159       2,139,159        1,876,131               Section 8           83%

Carolina Woods Associates II,
Limited Partnership
Carolina Woods II
Greensboro, NC              40                   750,238         750,238          755,508                 None              80%

Linden Square Limited Dividend
Housing Association
Limited Partnership
Linden Square
Genesee County, MI         120                 1,299,774       1,299,774        4,237,991                 None              99%

New Garden Associates,
Limited Partnership
New Garden Place
Gilmer, NC                  76                 1,269,794       1,269,794        2,190,543                 None              99%
</TABLE>



<PAGE>



<TABLE>
<CAPTION>


                                               Capital Contributions
Local Limited Partnership   Number     Total committed    Paid through     Mtge. loans payable                        Occupancy
Property Name                of           at March 31,       March 31,       at December 31,         Type of          at March 31,
Property Location         Apt. Units         2004              2004             2003                 Subsidy*            2004
-----------------------  ------------ -------------------  ------------- ----------------------    -----------     ----------------

Exodus/Lyndon/Windsor,
Limited Partnership
Findley Place
<S>                        <C>             <C>                <C>               <C>                                        <C>
Minneapolis, MN            89              716,000            716,000           4,320,000                 None             100%
                       ------         ------------       ------------         ------------
                        1,587         $ 26,037,985       $ 26,037,985         $51,653,539
                       ======         ============       ============         ============
</TABLE>

*               FmHA This subsidy, which is authorized under Section 515 of the
                Housing Act of 1949, can be one or a combination of many
                different types. For instance, FmHA may provide: 1) direct
                below-market-rate mortgage loans for rural rental housing; 2)
                mortgage interest subsidies which effectively lower the interest
                rate of the loan to 1%; 3) a rental assistance subsidy to
                tenants which allows them to pay no more than 30% of their
                monthly income as rent with the balance paid by the federal
                government; or 4) a combination of any of the above.

    Section     8 This subsidy, which is authorized under Section 8 of Title II
                of the Housing and Community Development Act of 1974, allows
                qualified low-income tenants to pay 30% of their monthly income
                as rent with the balance paid by the federal government.

    (1) The Fund no longer has an interest in this Local Limited Partnership.




<PAGE>

None of the Local Limited Partnerships invested in by the Fund represent more
than 10% of the total capital contributions made to Local Limited Partnerships
by the Fund.

The Fund does not guarantee any of the mortgages or other debt of the Local
Limited Partnerships.

Duration of leases for occupancy in the Properties described above is generally
six to twelve months. The Managing General Partner believes the Properties
described herein are adequately covered by insurance.

Additional information required under this item, as it pertains to the Fund, is
contained in Items 1, 6 and 7 of this report.

Item 3.  Legal Proceedings

Except for certain claims made by the Fund against the Local General Partner and
the Guarantor of Villas De Montellano, Leatherwood, Tamaric and Northwest in
connection with their bankruptcy proceedings, the Fund is not a party to any
pending legal or administrative proceeding, and to the best of its knowledge, no
legal or administrative proceeding is threatened or contemplated against it.

Item 4.  Submission of Matters to a Vote of Security Holders
------------------------------------------------------------

None.
                                     PART II

Item 5.  Market for the Registrant's Units and Related Security Holder Matters

There is no public market for the Units, and it is not expected that a public
market will develop. If a Limited Partner desires to sell Units, the buyer of
those Units will be required to comply with the minimum purchase and retention
requirements and investor suitability standards imposed by applicable federal or
state securities laws and the minimum purchase and retention requirements
imposed by the Fund. The price to be paid for the Units, as well as the
commissions to be received by any participating broker-dealers, will be subject
to negotiation by the Limited Partner seeking to sell his Units. Units will not
be redeemed or repurchased by the Fund.

The Partnership Agreement does not impose on the Fund or its General Partners
any obligation to obtain periodic appraisals of assets or to provide Limited
Partners with any estimates of the current value of Units.

As of March 31, 2004, there were 1,903 record holders of Units of the Fund.

Cash distributions, when made, are paid annually. To date, the Fund has made no
cash distributions.

Item 6.  Management's Discussion and Analysis of Financial Condition and
Results of Operations
7------------------------------------------------------------------------------

Executive Level Overview

The Fund is a Massachusetts limited partnership organized to invest in Local
Limited Partnerships which own and operate apartment complexes which are
eligible for low income housing tax credits that may be applied against the
federal income tax liability of an investor. The Fund also invests in, for the
benefit of the Class B Limited Partners, Treasury STRIPS. The Fund used
approximately 28% of the Class B Limited Partners' capital contributions to
purchase Treasury STRIPS with maturities of 13 to 18 years, with a total
redemption amount equal to the Class B Limited Partners' capital contributions.
The Fund's objectives are to: (i) provide annual tax benefits in the form of tax
credits which Limited Partners may use to offset their Federal income tax
liability; (ii) preserve and protect the Fund's capital committed to Local
Limited Partnerships; (iii) provide cash distributions from operations of Local
Limited Partnerships; (iv) provide cash distributions from Sale or Refinancing
transactions with the possibility of long term capital appreciation; and (v)
provide cash distributions derived from investment in Treasury STRIPS to Class B
Limited Partners after a period of approximately thirteen to eighteen years
equal to their Capital Contributions. Arch Street VIII, Inc., a Massachusetts
corporation is the Managing General Partner of the Fund. Arch Street VI Limited
Partnership, a Massachusetts limited partnership whose general partner consists
of Arch Street, Inc., is also a General Partner.

The Fund's investment portfolio consists of limited partnership interests in
twenty-four Local Limited Partnerships, each of which owns and operates a
multi-family apartment complex and each of which has generated Tax Credits.
Since inception, the Fund has generated Tax Credits, net of recapture, of
approximately $1,443 per Class A Unit, with approximately $27 of Tax Credits
expected to be generated during 2004, with immaterial amounts expected from 2005
through 2010. Class B Unit investors have received Tax Credits, net of
recapture, of approximately $1,038 per Limited Partner Unit, with approximately
$19 of Tax Credits expected to be generated during 2004, with immaterial amounts
expected from 2005 through 2010.

Properties that receive low income housing Tax Credits must remain in compliance
with rent restriction and set-aside requirements for at least 15 years from the
date the property is completed. Failure to do so would result in the recapture
of a portion of the property's Tax Credits. Between 2006 and continuing through
2010, the Compliance Period of the twenty-four Properties in which the Fund has
an interest will expire. The Managing General Partner has negotiated agreements
that will ultimately dispose of the Fund's interest in four Local Limited
Partnerships. It is unlikely that the disposition of any of these Local Limited
Partnership interests will generate any material cash distributions to the Fund.

The Managing General Partner will continue to closely monitor the operations of
the Properties during the Compliance Period and will formulate disposition
strategies with respect to the Fund's remaining Local Limited Partnership
interests. It is unlikely that the Managing General Partner's efforts will
result in the Fund disposing of all of its remaining Local Limited Partnership
interests concurrently with the expiration of each Property's Compliance Period.
The Fund shall dissolve and its affairs shall be wound up upon the disposition
of the final Local Limited Partnership interest and other assets of the Fund.
Investors will continue to be Limited Partners, receiving K-1s and quarterly and
annual reports, until the Fund is dissolved.

Certain matters discussed herein constitute forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of 1995. The Fund
intends such forward-looking statements to be covered by the safe harbor
provisions for forward-looking statements and are including this statement for
purposes of complying with these safe harbor provisions. Although the Fund
believes the forward-looking statements are based on reasonable assumptions, the
Fund can give no assurance that their expectations will be attained. Actual
results and timing of certain events could differ materially from those
projected in or contemplated by the forward-looking statements due to a number
of factors, including, without limitation, general economic and real estate
conditions and interest rates.

Other Development

During the year ended March 31, 2004, Lend Lease Real Estate Investments, Inc.
sold its interest in, and association with, the General Partner and its
affiliated business unit, Housing and Community Investing ("HCI"), to Municipal
Mortgage and Equity, LLC ("Muni Mae"). Muni Mae is in the business of
originating, servicing and investing in multi-family housing. HCI was combined
with Muni Mae's Midland subsidiary to operate under the name MMA Financial, LLC.

Critical Accounting Policies

The Fund's accounting policies include those that relate to its recognition of
investments in Local Limited Partnerships using the equity method of accounting.
The Fund's policy is as follows:

The Fund accounts for its investments in Local Limited Partnerships using the
equity method of accounting because the Fund does not have control over the
major operating and financial policies of the Local Limited Partnerships in
which it invests. Under the equity method, the investment is carried at cost,
adjusted for the Fund's share of net income or loss and for cash distributions
from the Local Limited Partnerships; equity in income or loss of the Local
Limited Partnerships is included currently in the Fund's operations. Under the
equity method, a Local Limited Partnership investment will not be carried below
zero. To the extent that equity in losses are incurred when the Fund's carrying
value of the respective Local Limited Partnership has been reduced to a zero
balance, the losses will be suspended and offset against future income. Income
from Local Limited Partnerships, where cumulative equity in losses plus
cumulative distributions have exceeded the total investment in Local Limited
Partnerships, will not be recorded until all of the related unrecorded losses
have been offset. To the extent that a Local Limited Partnership with a carrying
value of zero distributes cash to the Fund, that distribution is recorded as
income on the books of the Fund and is included in "Other Revenue" in the
accompanying financial statements.

The Fund has policies and practices for assessing potential impairment of its
investments in Local Limited Partnerships. The Fund analyzes these investments
to determine if impairment indicators exist and if an other than temporary
impairment adjustment is necessary. If impairment indicators are present, the
investment is further analyzed to consider the Fund's ability to recover the
investment's carrying value. If an other than temporary impairment in carrying
value exists, an impairment loss is recorded to write down the investment to its
fair value. Fair value is primarily established from the current market value
estimate of the remaining unused tax credits associated with the properties
owned by the Local Limited Partnerships. During the year ended March 31, 2004,
the Fund concluded three of the Local Limited Partnerships had experienced other
than temporary declines in their carrying value and impairment losses were
recorded; 99 Livingston Associates, L.P. for approximately $148,000, Walker
Woods Partners II, L.P. for approximately $23,000, and Carolina Woods Associates
II, Limited Partnership for approximately $349,000. During the year ended March
31, 2003, the Fund concluded three of the Local Limited Partnerships had
experienced other than temporary declines in their carrying values and
impairment losses were recorded; Kings Grant Court Limited Partnership, for
approximately $88,000, Walker Woods Partners II, L.P. for approximately $83,000,
and Chestnut Plains Limited Partnerships for $47,000. Generally, the carrying
values of most Local Limited Partnerships will decline through losses and
distributions in amounts sufficient to prevent other than temporary impairments.
However, the Fund may record similar impairment losses in the future if the
expiration of tax credits outpaces losses and distributions from any of the
Local Limited Partnerships.

Accounting Standard Update

In January 2003, the FASB issued Interpretation No. 46 ("Interpretation"),
"Consolidation of Variable Interest Entities", which provides new criteria for
determining whether or not consolidation accounting is required. The
Interpretation, which was modified in December 2003 by FIN46R in order to
address certain technical and implementation issues, requires the Fund to
consider consolidation or provide additional disclosures of financial
information for Local Limited Partnerships meeting the definition of a Variable
Interest Entity ("VIE"). The Fund is required to apply the Interpretation to the
Local Limited Partnerships meeting the definition of a VIE on December 31, 2004.

This Interpretation would require consolidation by the Fund of certain Local
Limited Partnerships' assets and liabilities and results of operations if the
Fund determined that the Local Limited Partnership was a VIE and that the Fund
was the "Primary Beneficiary". Minority interests may be recorded for the Local
Limited Partnerships' ownership share attributable to other investors. Where
consolidation of Local Limited Partnerships is not required, additional
financial information disclosures of Local Limited Partnerships may be required.
The Fund has assessed the potential consolidation effects of the Interpretation
and preliminarily concluded that it is not the Primary Beneficiary of any of the
Local Limited Partnerships that meet the definition of a VIE. Prior to the
effective date of FIN 46, the Fund is required to disclose its maximum exposure
to economic and financial statement losses as a result of its involvement with
the VIEs. The Fund's exposure to economic and financial statement losses from
the VIEs is limited to its investment in the VIEs ($5,910,776 at March 31,
2004).

Liquidity and capital resources

At March 31, 2004, the Fund had cash and cash equivalents of $768,959, as
compared to $173,210 at March 31, 2003. The increase is primarily attributable
to cash distributions received from Local Limited Partnerships and maturities of
marketable securities, partially offset by cash used for operating activities
and advances made to one Local Limited Partnership.

The Managing General Partner initially designated 4% of the Adjusted Gross
Proceeds (which generally means Gross Proceeds minus the amounts committed to
the acquisition of Treasury STRIPS) as Reserves, as defined in the Partnership
Agreement. The Reserves were established to be used for working capital of the
Fund and contingencies related to the ownership of Local Limited Partnership
interests. The Managing General Partner may increase or decrease such Reserves
from time to time, as it deems appropriate. At March 31, 2004, $770,573 of cash,
cash equivalents and marketable securities has been designated as Reserves.

To date, professional fees relating to various Property issues totaling
approximately $441,000 have been paid from Reserves. In the event a Local
Limited Partnership encounters operating difficulties requiring additional
funds, the Fund's management might deem it in its best interest to voluntarily
provide such funds in order to protect its investment. As of March 31, 2004, the
Fund has advanced approximately $261,000 to Local Limited Partnerships to fund
operating deficits.

The Managing General Partner believes that the investment income earned on the
Reserves, along with cash distributions received from Local Limited
Partnerships, to the extent available, will be sufficient to fund the Fund's on
going operations. Reserves may be used to fund Fund operating deficits, if the
Managing General Partner deems funding appropriate. To date, the Fund has used
approximately $8,000 of Reserves to fund operations. If Reserves are not
adequate to cover the Fund's operations, the Fund will seek other financing
sources including, but not limited to, the deferral of Asset Management Fees
paid to an affiliate of the Managing General Partner or working with Local
Limited Partnerships to increase cash distributions.

Since the Fund invests as a limited partner, the Fund has no contractual duty to
provide additional funds to Local Limited Partnerships beyond its specified
investment. Thus, as of March 31, 2004, the Fund had no contractual or other
obligation to any Local Limited Partnership which had not been paid or provided
for.

Cash distributions

No cash distributions to Limited Partners were made during the two years ended
March 31, 2004. In the event that distributions are received from Local Limited
Partnerships, the Managing General Partner has decided that such amounts will be
used to increase Reserves. No assurance can be given as to the amounts of future
distributions from the Local Limited Partnerships since many of the Properties
benefit from some type of federal or state subsidy and, as a consequence, are
subject to restrictions on cash distributions.

Results of operations

For the year ended March 31, 2004, the Fund's operations resulted in a net loss
of $1,298,145 as compared to a net loss of $1,217,012 for the same period in
2003. The increase in net loss is primarily attributable to an increase in
provision for valuation of investments in Local Limited Partnerships, a decrease
in recovery of provision for valuation of advances to Local Limited Partnerships
and an increase in provision for valuation of advances to Local Limited
Partnerships. These effects were partially offset by decreases in equity in
losses of Local Limited Partnerships and general and administrative expenses, as
well as an increase in other revenue. The increase in provision for valuation of
investments in Local Limited Partnerships is the result of the Fund recording a
reserve for valuation for its investments in certain Local Limited Partnerships
in order to appropriately reflect the estimated net realizable value of these
investments. The decrease in equity in losses of Local Limited Partnerships is
primarily due to an increase in unrecognized losses by the Fund of Local Limited
Partnerships with carrying values of zero. The decrease in general and
administrative expenses is primarily due to decreased charges from an affiliate
of the Managing General Partner for administrative expenses necessary for the
operation of the Fund. The increase in other revenue relates to the timing of
distributions received by the Fund from Local Limited Partnerships.

Low-income housing tax credits

The 2003 Tax Credits per Unit were $55.79 and $40.17 for Class A Unit and Class
B Unit investors, respectively. The 2002 Tax Credits per Unit were $107.40 and
$77.32 for Class A Unit and Class B Unit investors, respectively.

The Tax Credits stabilized in 1995 and are expected to continue to decrease as
certain Properties reach the end of the ten year Tax Credit period. However,
because the Compliance Periods extend significantly beyond the Tax Credit
periods, the Fund is expected to retain most of its interest in the Local
Limited Partnerships for the foreseeable future.

Property Discussions

A majority of the Properties in which the Fund has an interest have stabilized
operations and operate above breakeven. A few Properties generate cash flow
deficits that the Local General Partners of those Properties fund through
project expense loans, subordinated loans or operating escrows. However, some
Properties have had persistent operating difficulties that could either: i) have
an adverse impact on the Fund's liquidity; ii) result in their foreclosure; or
iii) result in the Managing General Partner deeming it appropriate for the Fund
to dispose of its interest in the Local Limited Partnership prior to the
expiration of the Compliance Period. Also, the Managing General Partner, in the
normal course of the Fund's business, may arrange for the future disposition of
its interest in certain Local Limited Partnerships. The following Property
discussions focus only on such Properties.

As previously reported, although the neighborhood in which 45th & Vincennes
(Chicago, Illinois) is located has improved in the last few years, potential
tenants are reluctant to occupy the Property due to its location and curb
appeal. As a result, maintaining occupancy, and therefore revenues, continues to
be an issue and debt service coverage and working capital are below appropriate
levels. A site visit by the Managing General Partner found the Property in need
of some minor improvements but in overall fair condition. Even though advances
from the Local General Partner have enabled the Property to remain current on
its loan obligations, the Managing General Partner believes that the Local
General Partner and its affiliated management company are not adequately
performing their responsibilities with respect to the Property. The Managing
General Partner has expressed these concerns to the Local General Partner and
will continue to closely monitor the Property's operations.

As previously reported, due to concerns over the long-term financial health of
Primrose, Phoenix Housing and Sycamore, located in Grand Forks, North Dakota,
Moorhead, Minnesota and Sioux Falls, South Dakota, respectively, the Managing
General Partner developed a plan that will ultimately result in the transfer of
the Fund's interest in each Local Limited Partnership. All three Local Limited
Partnerships have the same Local General Partner. In 1997, in an effort to
reduce possible future risk, the Managing General Partner consummated the
transfer of 50% of the Fund's interest in capital and profits in the three Local
Limited Partnerships to an affiliate of the Local General Partner. Effective
June 17, 1999, the Local General Partner transferred both its general partner
interest and 48.5% of its interest in capital and profits in the three Local
Limited Partnerships to a non-affiliated, non-profit general partner. Effective
August 31, 2000, the former Local General Partner withdrew its remaining
interest in each of the Local Limited Partnerships. The Managing General Partner
had the right to transfer the Fund's remaining interests after December 1, 2001.

As previously reported, with regard to Sycamore and Primrose, the Fund will
retain its full share of Tax Credits until such time as the remaining interest
is put to the Local General Partner. In addition, the Local General Partner has
the right to call the remaining interest subsequent to the Compliance Period,
which expired on December 31, 2003. With regard to Phoenix Housing, the Fund
approved the admission of an additional limited partner to the Local Limited
Partnership effective February 1, 2000. As a result, the Fund's interest in the
Local Limited Partnership was diluted to an immaterial amount. Because of its
diluted interest in the Local Limited Partnership, the Fund will not receive a
material amount of the Property's Tax Credits subsequent to February 1, 2000.
Instead, the Fund will receive cash from the Local Limited Partnership in the
approximate amount of the Property's Tax Credits that it would have received had
its interest in the Property not been diluted.

As previously reported, as a result of concerns regarding the then existing
operating deficits and capital requirements of Findley Place, located in
Minneapolis, Minnesota, the Managing General Partner developed a plan that will
ultimately result in the transfer of the Fund's interest in the Local Limited
Partnership. On March 1, 2000, the Managing General Partner consummated the
transfer of 1% of the Fund's interest in losses, 48.5% of its interest in
profits and 30% of its capital account to the Local General Partner. The
Managing General Partner had the right to put the Fund's remaining interest to
the Local General Partner any time after one year from the March 1, 2000
effective date. In addition, the Local General Partner has the right to call the
remaining interest after the Compliance Period has expired, which will occur on
December 31, 2004. Currently, the Property is experiencing stabilized
operations.

New Garden Place, located in Gilmer, North Carolina, has enjoyed strong
operations for the past several years. In early 2004, the Local General Partner
requested and the Fund provided its approval to a refinancing of the Property's
first mortgage that lowered the interest rate and will increase the Property's
cash flow. In connection with the Fund's approval of this refinancing, the Fund
and the Local General Partner entered into a put agreement whereby the Fund can
transfer its interest in the Local Partnership to the Local General Partner for
a nominal amount any time after the Property's Compliance Period ends on
December 31, 2008.



Inflation and other economic factors

Inflation had no material impact on the operations or financial condition of the
Fund for the years ended March 31, 2004 and 2003.

Since most of the Properties benefit from some form of government assistance,
the Fund is subject to the risks inherent in that area including decreased
subsidies, difficulties in finding suitable tenants and obtaining permission for
rent increases. In addition, any Tax Credits allocated to investors with respect
to a Property are subject to recapture to the extent that a Property or any
portion thereof ceases to qualify for Tax Credits.

Certain Properties in which the Fund has invested are located in areas suffering
from poor economic conditions. Such conditions could have an adverse effect on
the rent or occupancy levels at such Properties. Nevertheless, the Managing
General Partner believes that the generally high demand for below market rate
housing will tend to negate such factors. However, no assurance can be given in
this regard.

Item 7.  Financial Statements and Supplementary Data

Information required under this Item is submitted as a separate section of this
Report. See Index on page F-1 hereof.

Item 8.  Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure
----------------------------------------------------------------------

None.
                                    PART III

Item 9.  Directors and Executive Officers of the Registrant

The Managing General Partner of the Fund is Arch Street VIII, Inc., a
Massachusetts corporation (the "Managing General Partner"), an affiliate of MMA
Financial, LLC. The Managing General Partner was incorporated in December, 1990.
The Investment Committee of the Managing General Partner approved all
investments. The names and positions of the principal officers and the directors
of the Managing General Partner are set forth below.

     Name                                  Position

Jenny Netzer                  Executive Vice President, Tax Credit Equity Group
Michael H. Gladstone          Principal, Member

The other  General  Partner of the  Partnership  is Arch Street VI Limited
Partnership,  a  Massachusetts  limited partnership  ("Arch Street VI L.P.")
that was  organized in December  1990.  The General  Partner of Arch Street VI
L.P. is Arch Street VIII, Inc.

The Managing General Partner provides day-to-day management of the Fund.
Compensation is discussed in Item 10 of this report. Such day-to-day management
does not include the management of the Properties.

The business experience of each of the persons listed above is described below.
There is no family relationship between any of the persons listed in this
section.

Jenny Netzer, age 48, Executive Vice President, Tax Credit Equity Group - Ms.
Netzer is responsible for tax credit investment programs to institutional
clients. She joined MMA Financial, LLC as a result of the Boston Financial and
subsequent Lend Lease HCI acquisitions, starting with Boston Financial in 1987
and leading Boston Financial's new business initiatives and managing the firm's
Asset Management division. Prior to joining Boston Financial, Ms. Netzer served
as Deputy Budget Director for the Commonwealth of Massachusetts where she was
responsible for the Commonwealth's health care and public pension program's
budgets. Ms. Netzer also served as Assistant Controller at Yale University, was
a former member of Watertown Zoning Board of Appeals, the Officer of Affordable
Housing Tax Credit Coalition and a frequent speaker on affordable housing and
tax credit industry issues. Ms. Netzer is a graduate of Harvard University (BA)
and Harvard's Kennedy School of Government (MPP).

Michael H. Gladstone, age 47, Principal, Member - Mr. Gladstone is responsible
for capital transactions work in the Asset Management group of MMA Financial,
LLC. He joined MMA Financial, LLC as a result of the Boston Financial and Lend
Lease HCI acquisitions, starting with Boston Financial in 1985 as the firm's
General Counsel. Prior to joining Boston Financial, Mr. Gladstone was associated
with the law firm of Herrick & Smith and served on the advisory board of the
Housing and Development Reporter. Mr. Gladstone lectured at Harvard University
on affordable housing matters and is a member of the National Realty Committee,
Cornell Real Estate Council, National Association of Real Estate Investment
Managers and Massachusetts Bar. Mr. Gladstone is a graduate of Emory University
(BA) and Cornell University.

Item 10.  Management Remuneration

Neither the directors nor officers of Arch Street VIII, Inc., the partners of
Arch Street VI L.P. nor any other individual with significant involvement in the
business of the Fund receives any current or proposed remuneration from the
Fund.

Item 11.  Security Ownership of Certain Beneficial Owners and Management

As of March 31, 2004, the following is the only entity known to the Fund to be
the beneficial owner of more than 5% of the Units outstanding:
<TABLE>
<CAPTION>

                                                        Amount
 Title of             Name and Address of             Beneficially
   Class                Beneficial Owner                  Owned                 Percent of Class
----------          ------------------------       --------------------         --------------------

<S>                                                  <C>                                   <C>
Limited             Everest Tax Credit Investors     2,705.5 Units                         7%
Partner             155 North Lake Avenue
                    Suite 1000
                    Pasadena, CA  91101
</TABLE>

The equity securities registered by the Fund under Section 12(g) of the Act of
1934 consist of 100,000 Units, 37,933 (34,643 Class A Units and 3,290 Class B
Units) of which have been sold to the public. The remaining Units were
deregistered in Post-Effective Amendment No. 6, dated June 15, 1993, which is
herein incorporated by reference. Holders of Units are permitted to vote on
matters affecting the Fund only in certain unusual circumstances and do not
generally have the right to vote on the operation or management of the Fund.

Arch Street VI L.P. owns five (unregistered) Units not included in the 37,933
Units sold to the public. Additionally, ten registered Units were sold to an
employee of an affiliate of the Managing General Partner of the Registrant. Such
Units were sold at a discount of 7% of the Unit price for a total discount of
$700 and a total purchase price of $9,300.

Except as described in the preceding paragraph, neither Arch Street VIII, Inc.,
Arch Street VI L.P., MMA Financial, LLC nor any of their executive officers,
directors, partners or affiliates is the beneficial owner of any Units. None of
the foregoing persons possesses a right to acquire beneficial ownership of
Units.

The Fund does not know of any existing arrangement that might at a later date
result in a change in control of the Fund.

Item 12.  Certain Relationships and Related Transactions

The Fund was required to pay certain fees to and reimburse certain expenses of
the Managing General Partner or its affiliates in connection with the
organization of the Fund and the offering of Units. The Fund is also required to
pay certain fees to and reimburse certain expenses of the Managing General
Partner or its affiliates in connection with the administration of the Fund and
its acquisition and disposition of investments in Local Limited Partnerships. In
addition, the General Partners are entitled to certain Fund distributions under
the terms of the Partnership Agreement. Also, an affiliate of the General
Partners will receive up to $10,000 from the sale or refinancing proceeds of
each Local Limited Partnership, if it is still a limited partner at the time of
such transaction. All such fees, expenses and distributions paid in the two
years ending March 31, 2004 are described below and in the sections of the
Prospectus entitled "Estimated Use of Proceeds", "Management Compensation and
Fees" and "Profits and Losses for Tax Purposes, Tax Credits and Cash
Distributions". Such sections are incorporated herein by reference.

The Fund is permitted to enter into transactions involving affiliates of the
Managing General Partner, subject to certain limitations established in the
Partnership Agreement.

Information regarding the fees paid and expense reimbursements made in the two
years ended March 31, 2004 is presented as follows:

Organizational fees and expenses

In accordance with the Partnership Agreement, affiliates of the General Partners
were reimbursed by the Fund for organizational, offering and selling expenses
advanced on behalf of the Fund by its affiliates and for salaries and direct
expenses of certain employees of the Managing General Partner and its affiliates
in connection with the registration and organization of the Fund. Such expenses
include printing expenses and legal, accounting, escrow agent and depository
fees and expenses. Such expenses also include a non-accountable expense
allowance for marketing expenses equal to 1% of Gross Proceeds. $2,035,611 of
organization fees and expenses incurred on behalf of the Fund were paid and
reimbursed to an affiliate of the Managing General Partner. Total organization
and offering expenses reimbursed by the Fund did not exceed 5.5% of the Gross
Proceeds. There were no organization fees and offering expenses paid in the two
years ended March 31, 2004.

Acquisition fees and expenses

In accordance with the Partnership Agreement, the Fund was required to pay
acquisition fees to and reimburse acquisition expenses of the Managing General
Partner or its affiliates for selecting, evaluating, structuring, negotiating
and closing the Fund's investments in Local Limited Partnerships. Acquisition
fees totaled 7% of Gross Proceeds. Acquisition expenses, which include such
expenses as legal fees and expenses, travel and communications expenses, costs
of appraisals, accounting fees and expenses did not exceed 1.5% of Gross
Proceeds. Acquisition fees totaling $2,590,827 for the closing of the Fund's
Local Limited Partnership Investments were paid to an affiliate of the Managing
General Partner. Acquisition expenses totaling $825,516 were incurred and were
reimbursed to an affiliate of the Managing General Partner. There were no
acquisition fees or expenses paid in the two years ended March 31, 2004.

Asset management fees

In accordance with the Partnership Agreement, an affiliate of the Managing
General Partner is paid an annual fee for services in connection with the
administration of the affairs of the Fund. The affiliate currently receives the
base amount of $5,500 (annually adjusted by the CPI factor) per Local Limited
Partnership as the annual Asset Management Fee. Asset Management Fees incurred
in each of the two years ended March 31, 2004 are as follows:
<TABLE>
<CAPTION>

                                                                          2004            2003
                                                                       -----------    -----------

<S>                                                                    <C>            <C>
       Asset management fees                                           $   175,831    $   168,608

</TABLE>

Salaries and benefits expense reimbursements

An affiliate of the Managing General Partner is reimbursed for the cost of the
Fund's salaries and benefits expenses. The reimbursements are based upon the
size and complexity of the Fund's operations. Reimbursements paid or payable in
each of the two years ended March 31, 2004 are as follows:
<TABLE>
<CAPTION>

                                                                          2004            2003
                                                                       -----------    -----------

<S>                                                                    <C>            <C>
       Salaries and benefits expense reimbursements                    $   215,939    $   276,321

</TABLE>

Cash distributions paid to the General Partners

In accordance with the Partnership Agreement, the General Partners of the Fund,
Arch Street VIII, Inc. and Arch Street VI L.P., receive 1% of cash distributions
paid to partners. No cash distributions were paid to the General Partners in the
two years ended March 31, 2004.

Additional information concerning cash distributions and other fees paid or
payable to the Managing General Partner and its affiliates and the reimbursement
of expenses paid or payable to MMA Financial, LLC and its affiliates for the two
years ended March 31, 2004 is presented in Note 6 to the Financial Statements.

Item 13. Exhibits, Financial Statement Schedules and Reports on Form 8-K

(a) Documents filed as a part of this Report

In response to this portion of Item 13, the financial statements and the
auditors' reports relating thereto are submitted as a separate section of this
Report. See Index to the Financial Statements on page F-1 hereof.

All other financial statement schedules and exhibits for which provision is made
in the applicable accounting regulations of the Securities and Exchange
Commission are not required under related instructions or are inapplicable and
therefore have been omitted.

(b)      Exhibits

31.1 Certification of Principal Executive Officer pursuant to section 302 of the
     Sarbanes-Oxley Act of 2002
31.2 Certification of Principal Financial Officer pursuant to section 302 of the
     Sarbanes-Oxley Act of 2002
32.1 Certification of Principal Executive Officer and Principal Financial
     Officer pursuant to section 906 of the Sarbanes-Oxley Act of 2002

(c) Reports on Form 8-K

     No Reports on Form 8-K were filed during the year ended March 31, 2004.


Item 14.   Principal Accountant Fees and Services

The Fund paid fees for services rendered by the principal accountant for the two
years end March 31, 2004 as follows:
<TABLE>
<CAPTION>
                                                                2004              2003
                                                              ---------         --------

<S>                                                           <C>               <C>
     Audit fees                                               $  25,805         $ 23,059
     Tax fees                                                 $   1,850         $  2,111
</TABLE>

No other fees were paid to the principal accountants during the two years ended
March 31, 2004.


<PAGE>



                                                  CONTROLS AND PROCEDURES


Controls and Procedures

Based on the Fund's evaluation within 120 days prior to filing this Form
10-KSB/A the Fund's director has concluded that the Fund's disclosure controls
and procedures are effective to ensure that information required to be disclosed
in the reports that the Fund files or submits under the Securities Exchange Act
of 1934 is recorded, processed, summarized and reported within the time periods
specified in the Securities and Exchange Commission's rules and forms.

There have been no significant changes in the Fund's internal controls or in
other factors that could significantly affect those controls subsequent to the
date of their evaluation.


<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.

     BOSTON FINANCIAL TAX CREDIT FUND PLUS, A LIMITED PARTNERSHIP

     By:   Arch Street VIII, Inc.
           its Managing General Partner



     By:   /s/Jenny Netzer                          Date:   September 5, 2006
           ---------------------------------------          -----------------
           Jenny Netzer
           Executive Vice President
           MMA Financial, LLC




Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed by the following persons on behalf of the Managing General
Partner of the Partnership and in the capacities and on the dates indicated:

     By:   /s/Jenny Netzer                        Date:   September 5, 2006
           -------------------------------------           -----------------
           Jenny Netzer
           Executive Vice President
           MMA Financial, LLC



     By:   /s/Michael H. Gladstone                Date:   September 5, 2006
           -----------------------------                 -----------------
           Michael H. Gladstone
           Principal
           MMA Financial, LLC





<page>
         BOSTON FINANCIAL TAX CREDIT FUND PLUS, A LIMITED PARTNERSHIP

                         ANNUAL REPORT ON FORM 10-KSB/A
                        FOR THE YEAR ENDED MARCH 31, 2004

                                      INDEX
<TABLE>
<CAPTION>

                                                                               Page No.


<S>                                                                             <C>
Report of Independent Registered Public Accounting Firm                          F-2
     For the years ended March 31, 2004 and 2003

Financial Statements:

     Balance Sheet - March 31, 2004                                              F-3

     Statements of Operations - For the years ended
       March 31, 2004 and 2003                                                   F-4

     Statements of Changes in Partners' Equity (Deficiency) -
       For the years ended March 31, 2004 and 2003                               F-5

     Statements of Cash Flows - For the years ended
       March 31, 2004 and 2003                                                   F-6

     Notes to the Financial Statements                                           F-7




</TABLE>


<PAGE>


             Report of Independent Registered Public Accounting Firm



To the Partners of
Boston Financial Tax Credit Fund Plus, A Limited Partnership:

In our opinion, the accompanying balance sheet and the related statements of
operations, changes in partners' equity (deficiency) and cash flows present
fairly, in all material respects, the financial position of Boston Financial Tax
Credit Fund Plus, A Limited Partnership (the "Fund") at March 31, 2004, and the
results of its operations and its cash flows for each of the two years in the
period ended March 31, 2004 in conformity with accounting principles generally
accepted in the United States of America. These financial statements are the
responsibility of the Fund's management. Our responsibility is to express an
opinion on these financial statements based on our audits. We conducted our
audits of these statements in accordance with the standards of the Public
Company Accounting Oversight Board (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, assessing the accounting principles used and
significant estimates made by management, and evaluating the overall financial
statement presentation. We believe that our audits provide a reasonable basis
for our opinion.

In our previously issued report on the Fund's balance sheet and the related
statements of operations, changes in partners' equity (deficiency) and cash
flows at March 31, 2004 and the results of its operations and its cash flows for
each of the two years in the period ended March 31, 2004, we made reference to
the reports of other auditors with respect to the financial statements of Pilot
House Associates, LTD., Preston Place Associates, L.P., 99 Livingston
Associates, L.P., Cottage Homesteads of Aspen Limited Partnership, Long Creek
Court Limited Partnership, Atkins Glen Limited Partnership, Tree Trail
Apartments, A Limited Partnership, Meadow Wood Townhomes, A Limited Partnership,
Hudson Square Apartments Company (A Limited Partnership), Walker Woods Partners,
II, L.P., Vista Villa Limited Dividend Housing Association Limited Partnership,
Metropolitan Apartments Limited Partnership, Carolina Woods Associates II,
Limited Partnership, Linden Square Limited Dividend Housing Association Limited
Partnership, New Garden Associates, Limited Partnership and
Exodus/Lyndon/Windsor Limited Partnership as of and for the year ended March 31,
2004 and Pilot House Associates, LTD., Preston Place Associates, L.P., Jardines
Limited Dividend Partnership, S.E., L.P., 99 Livingston Associates, L.P.,
Phoenix Housing, L.P., Cottage Homesteads of Aspen Limited Partnership, 45th &
Vincennes Limited Partnership, Long Creek Court Limited Partnership, Atkins Glen
Limited Partnership, Tree Trail Apartments, A Limited Partnership, Kings Grant
Court Limited Partnership, Chestnut Plains Limited Partnership, Meadow Wood
Townhomes, A Limited Partnership, Hudson Square Apartments Company (A Limited
Partnership), Walker Woods Partners, II, L.P., Vista Villa Limited Dividend
Housing Association Limited Partnership, Metropolitan Apartments Limited
Partnership, Carolina Woods Associates II, Limited Partnership, Linden Square
Limited Dividend Housing Association Limited Partnership, New Garden Associates,
Limited Partnership, and Exodus/Lyndon/Windsor Limited Partnership as of and for
the year ended March 31, 2003. Those statements were audited by other auditors,
whose reports thereon had been furnished to us, and our previous opinion
expressed, insofar as it related to the Fund's financial statement amounts for
these entities, was based solely on the reports of the other auditors. Our
current report no longer includes a reference to other auditors.

/s/PricewaterhouseCoopers LLP
Boston, Massachusetts
June 24, 2004, except for the reference to other auditors described in the
second paragraph above, as to which the date is May 18, 2006


<PAGE>


                      BOSTON FINANCIAL TAX CREDIT FUND PLUS
                             (A Limited Partnership)

                                  BALANCE SHEET
                                 March 31, 2004


<TABLE>
<CAPTION>

Assets

<S>                                                                                              <C>
Cash and cash equivalents                                                                        $     768,959
Marketable securities, at fair value (Note 3)                                                            1,614
Investments in Local Limited Partnerships (Note 4)                                                   5,910,776
Other investments (Note 5)                                                                           2,279,818
Other assets                                                                                               137
                                                                                                 -------------
     Total Assets                                                                                $   8,961,304
                                                                                                 =============

Liabilities and Partners' Equity

Due to affiliate (Note 6)                                                                        $      89,215
Accrued expenses                                                                                        20,588
                                                                                                 -------------
     Total Liabilities                                                                                 109,803
                                                                                                 -------------

General, Initial and Investor Limited Partners' Equity                                               8,851,490
Net unrealized gains on marketable securities                                                               11
                                                                                                 -------------
     Total Partners' Equity                                                                          8,851,501
                                                                                                 -------------
     Total Liabilities and Partners' Equity                                                      $   8,961,304
                                                                                                 =============
</TABLE>

The accompanying notes are an integral part of these financial statements.

<PAGE>

                      BOSTON FINANCIAL TAX CREDIT FUND PLUS
                             (A Limited Partnership)


                            STATEMENTS OF OPERATIONS
                   For the Years Ended March 31, 2004 and 2003
<TABLE>
<CAPTION>



                                                                               2004              2003
                                                                         -------------       -------------
Revenue:
<S>                                                                      <C>                 <C>
   Investment                                                            $      12,969       $      23,176
   Accretion of Original Issue Discount (Note 5)                               170,154             157,141
   Recovery of provision for valuation of advances
     to Local Limited Partnerships (Note 4)                                          -              49,732
   Other                                                                       100,073              71,091
                                                                         -------------       -------------
     Total Revenue                                                             283,196             301,140
                                                                         -------------       -------------

Expenses:
   Asset management fees, affiliate (Note 6)                                   175,831             168,608
   Provision for valuation of advances to Local
     Limited Partnerships (Note 4)                                              29,688                   -
   Provision for valuation of investments in Local
     Limited Partnerships (Note 4)                                             520,042             217,438
   General and administrative (includes
    reimbursements to an affiliate in the amount
    of $215,939 and $276,321 in 2004 and 2003,
    respectively) (Note 6)                                                     304,946             386,282
   Amortization                                                                 15,178              18,866
                                                                         -------------       -------------
     Total Expenses                                                          1,045,685             791,194
                                                                         -------------       -------------

Loss before equity in losses of Local Limited
   Partnerships                                                               (762,489)           (490,054)

Equity in losses of Local Limited Partnerships (Note 4)                       (535,656)           (726,958)
                                                                         -------------       -------------

Net Loss                                                                 $  (1,298,145)      $  (1,217,012)
                                                                         =============       =============
Net Loss allocated:
   General Partners                                                      $     (14,683)      $     (13,742)
   Class A Limited Partners                                                 (1,360,585)         (1,273,345)
   Class B Limited Partners                                                     77,123              70,075
                                                                         -------------       -------------
                                                                         $  (1,298,145)      $  (1,217,012)
                                                                         =============       =============
Net Income (Loss) per Limited Partner Unit:
   Class A Unit (34,643 Units)                                           $      (39.27)      $      (36.76)
                                                                         =============       =============
   Class B Unit (3,290 Units)                                            $       23.44       $       21.30
                                                                         =============       =============

The accompanying notes are an integral part of these financial statements.
</TABLE>

<PAGE>

                      BOSTON FINANCIAL TAX CREDIT FUND PLUS
                             (A Limited Partnership)


             STATEMENTS OF CHANGES IN PARTNERS' EQUITY (DEFICIENCY)
                   For the Years Ended March 31, 2004 and 2003

<TABLE>
<CAPTION>



                                                            Investor      Investor
                                               Initial       Limited       Limited           Net
                                   General     Limited      Partners,     Partners,      Unrealized
                                   Partners    Partner       Class A       Class B         Gains        Totals
                                -------------  --------   ---------     ----------      -------   ---------------

<S>                             <C>          <C>          <C>            <C>            <C>          <C>
Balance at March 31, 2002       $  (222,754) $   5,000    $  9,016,476   $  2,567,925   $    10,767  $   11,377,414
                                -----------  ---------    ------------   ------------   -----------  --------------=

Comprehensive Income (Loss):
   Change in net unrealized
     gains on marketable
     securities available for sale        -          -              -              -         (4,257)         (4,257)
   Net Income (Loss)                (13,742)         -      (1,273,345)        70,075             -      (1,217,012)
                                -----------  ---------    ------------   ------------   -----------   --------------
Comprehensive Income (Loss)         (13,742)         -      (1,273,345)        70,075        (4,257)     (1,221,269)
                                -----------  ---------    ------------   ------------   -----------   --------------

Balance at March 31, 2003          (236,496)     5,000       7,743,131      2,638,000         6,510      10,156,145
                                -----------  ---------    ------------   ------------   -----------  --------------=

Comprehensive Income (Loss):
   Change in net unrealized
     gains on marketable
     securities available for sale        -          -              -              -        (6,499)          (6,499)
   Net Income (Loss)                (14,683)         -      (1,360,585)        77,123             -      (1,298,145)
                                -----------  ---------    ------------   ------------   -----------   --------------
Comprehensive Income (Loss)         (14,683)         -      (1,360,585)        77,123        (6,499)     (1,304,644)
                                -----------  ---------    ------------   ------------   -----------   --------------

Balance at March 31, 2004       $  (251,179) $   5,000    $  6,382,546   $  2,715,123   $        11  $    8,851,501
                                ===========  =========    ============   ============   ===========  ===============
The accompanying notes are an integral part of these financial statements.
</TABLE>


<PAGE>


                      BOSTON FINANCIAL TAX CREDIT FUND PLUS
                             (A Limited Partnership)

                            STATEMENTS OF CASH FLOWS
                   For the Years Ended March 31, 2004 and 2003

<TABLE>
<CAPTION>



                                                                                    2004              2003
                                                                                -------------    -------------

Cash flows from operating activities:
<S>                                                                             <C>              <C>
   Net Loss                                                                     $  (1,298,145)   $  (1,217,012)
   Adjustments to reconcile net loss to net cash
     used for operating activities:
     Equity in losses of Local Limited Partnerships                                   535,656          726,958
     Provision for valuation of advances to Local Limited
       Partnerships                                                                    29,688                -
     Recovery of provision for valuation of advances to
       Local Limited Partnerships                                                           -          (49,732)
     Provision for valuation of investments in
       Local Limited Partnerships                                                     520,042          217,438
     Accretion of Original Issue Discount                                            (170,154)        (157,141)
     Amortization                                                                      15,178           18,866
     Net gain on maturities of marketable securities                                     (800)          (3,134)
     Cash distributions included in net loss                                          (64,883)         (62,323)
     Increase (decrease) in cash arising from
       changes in operating assets and liabilities:
       Other assets                                                                     2,396            4,922
       Due to affiliate                                                              (238,659)        (925,881)
Accrued expenses                                                                      (10,517)           1,181
                                                                                -------------    -------------
Net cash used for operating activities                                               (680,198)      (1,445,858)
                                                                                -------------    -------------

Cash flows from investing activities:
   Purchases of marketable securities                                                       -         (400,086)
   Proceeds from maturities of marketable securities                                  204,536          687,858
   Advances to Local Limited Partnerships                                             (29,688)               -
   Reimbursement of advances to Local Limited Partnerships                                  -           60,532
   Cash distributions received from Local
     Limited Partnerships                                                           1,101,099        1,131,316
                                                                                -------------    -------------
Net cash provided by investing activities                                           1,275,947        1,479,620
                                                                                -------------    -------------

Net increase in cash and cash equivalents                                             595,749           33,762

Cash and cash equivalents, beginning of year                                          173,210          139,448
                                                                                -------------    -------------

Cash and cash equivalents, end of year                                          $     768,959    $     173,210
                                                                                =============    =============
</TABLE>

The accompanying notes are an integral part of these financial statements.




<PAGE>
                      BOSTON FINANCIAL TAX CREDIT FUND PLUS
                             (A Limited Partnership)

                        NOTES TO THE FINANCIAL STATEMENTS


1.   Organization

Boston Financial Tax Credit Fund Plus, A Limited Partnership (the "Fund") is a
Massachusetts limited partnership organized to invest in other limited
partnerships ("Local Limited Partnerships") which own and operate apartment
complexes which are eligible for low income housing tax credits that may be
applied against the federal income tax liability of an investor. The Fund also
invests in, for the benefit of the Class B Limited Partners, United States
Treasury obligations from which the interest coupons have been stripped or in
such interest coupons themselves (collectively "Treasury STRIPS"). The Fund used
approximately 28% of the Class B Limited Partners' capital contributions to
purchase Treasury STRIPS with maturities of 13 to 18 years, with a total
redemption amount equal to the Class B Limited Partners' capital contributions.
The Fund's objectives are to: (i) provide annual tax benefits in the form of tax
credits which Limited Partners may use to offset their Federal income tax
liability; (ii) preserve and protect the Partnership's capital committed to
Local Limited Partnerships; (iii) provide cash distributions from operations of
Local Limited Partnerships; (iv) provide cash distributions from Sale or
Refinancing transactions with the possibility of long term capital appreciation;
and (v) provide cash distributions derived from investment in Treasury STRIPS to
Class B Limited Partners after a period of approximately thirteen to eighteen
years equal to their Capital Contributions. Arch Street VIII, Inc., a
Massachusetts corporation is the Managing General Partner of the Fund. Arch
Street VI Limited Partnership, a Massachusetts limited partnership whose general
partner consists of Arch Street, Inc., is also a General Partner. Both of the
General Partners are affiliates of MMA Financial, LLC ("MMA"). The fiscal year
of the Fund ends on March 31.

During the year ended March 31, 2004, Lend Lease Real Estate Investments, Inc.
sold its interest in, and association with, the General Partner and its
affiliated business unit, Housing and Community Investing ("HCI"), to Municipal
Mortgage and Equity, LLC ("Muni Mae"). Muni Mae is in the business of
originating, servicing and investing in multi-family housing. HCI was combined
with Muni Mae's Midland subsidiary to operate under the name MMA Financial, LLC.

The Fund offered two classes of Limited Partnership Interests - Class A Limited
Partnership Interests, represented by Class A Units, and Class B Limited
Partnership Interests, represented by Class B Units. The capital contributions
of Class A Limited Partners available for investment by the Fund are invested
entirely in Local Limited Partnerships. The capital contributions of Class B
Limited Partners available for investment by the Fund are invested partially in
Local Limited Partnerships and partially in Treasury STRIPS.

The Partnership Agreement authorized the sale of up to 100,000 Units of limited
partnership interests ("Units") at $1,000 per Unit. On January 11, 1994, the
Fund held its final investor closing. In total, the Fund received $34,642,300 of
capital contributions, net of discounts, from investors admitted as Class A
Limited Partners for 34,643 Units and $3,290,000 of capital contributions, net
of discounts, from investors admitted as Class B Limited Partners for 3,290
Units.

Under the terms of the Partnership Agreement, the Fund originally designated 4%
of the Adjusted Gross Proceeds (which generally means Gross Proceeds minus the
amounts committed to the acquisition of Treasury STRIPS) from the sale of Units
as a reserve for working capital of the Fund and contingencies related to
ownership of Local Limited Partnership interests. The Managing General Partner
may increase or decrease such amounts from time to time, as it deems
appropriate. At March 31, 2004, the Managing General Partner has designated
$770,573 of cash, cash equivalents and marketable securities as such Reserves.

Generally, profits, losses, tax credits and cash flow from operations are
allocated 99% to the Limited Partners and 1% to the General Partners. Net
proceeds from a sale or refinancing will be allocated 95% to the Limited
Partners and 5% to the General Partners, after certain priority payments. The
General Partner has an obligation to fund deficits in its capital account,
subject to limits set forth in the Partnership Agreement.

Because each class of Limited Partners had a different amount of its capital
contribution available for investment by the Fund in Local Limited Partnerships
(100% for Class A Limited Partners and approximately 72% for Class B Limited
Partners), the two classes of Limited Partners have different percentage
participation as to cash distributions, sale or refinancing proceeds and
allocation of profits, losses and credits attributable to investments in Local
Limited Partnerships. As such, profits and losses for financial reporting
purposes are allocated 1% to the General Partners, 92.66% to the Class A Limited
Partners and 6.34% to the Class B Limited Partners. All profits and losses and
cash distributions attributable to Treasury STRIPS are allocable only to Class B
Limited Partners.


<PAGE>


                      BOSTON FINANCIAL TAX CREDIT FUND PLUS
                             (A Limited Partnership)

                  NOTES TO THE FINANCIAL STATEMENTS (continued)


2.   Significant Accounting Policies

Cash Equivalents

Cash equivalents represent short-term, highly liquid instruments with original
maturities of 90 days or less. At times, cash and cash equivalents exceed
federally insurable limits. The Fund mitigates this risk by investing in major
financial institutions.

Marketable Securities and Other Investments

The Fund's marketable securities are classified as "Available for Sale"
securities and reported at fair value as reported by the brokerage firm at which
the securities are held. All marketable securities have fixed maturities.
Realized gains and losses from the sales of securities are based on the specific
identification method. Unrealized gains and losses are excluded from earnings
and reported as a separate component of partners' equity. The Fund accounts for
its investments in Treasury STRIPS, which are included in other investments in
the balance sheet, using the effective interest method of accretion for the
original issue discount. The Fund has the ability and it is its intention to
hold the Treasury STRIPS until maturity. Therefore, they are classified as "Held
to Maturity" and are carried at cost plus the adjustments for the discount using
the effective interest method.

Investments in Local Limited Partnerships

The Fund accounts for its investments in Local Limited Partnerships using the
equity method of accounting because the Fund does not have control over the
major operating and financial policies of the Local Limited Partnerships in
which it invests. Under the equity method, the investment is carried at cost,
adjusted for the Fund's share of net income or loss and for cash distributions
from the Local Limited Partnerships; equity in income or loss of the Local
Limited Partnerships is included currently in the Fund's operations. Under the
equity method, a Local Limited Partnership investment will not be carried below
zero. To the extent that equity in losses are incurred when the Fund's carrying
value of the respective Local Limited Partnership has been reduced to a zero
balance, the losses will be suspended and offset against future income. Income
from Local Limited Partnerships, where cumulative equity in losses plus
cumulative distributions have exceeded the total investment in Local Limited
Partnerships, will not be recorded until all of the related unrecorded losses
have been offset. To the extent that a Local Limited Partnership with a carrying
value of zero distributes cash to the Fund, that distribution is recorded as
income on the books of the Fund and is included in "Other Revenue" in the
accompanying financial statements.

The Tax Credits generated by Local Limited Partnerships are not reflected on the
books of the Fund as such credits are allocated to partners for use in
offsetting their Federal income tax liability.

Excess investment costs over the underlying net assets acquired have arisen from
acquisition fees paid and expenses reimbursed to an affiliate of the Fund. These
fees and expenses are included in investments in Local Limited Partnerships and
are being amortized on a straight-line basis over 35 years until a Local Limited
Partnership's respective investment balance has been reduced to zero.

The Fund may provide advances to the Local Limited Partnerships to finance
operations or to make debt service payments. The Fund assesses the
collectibility of any advances at the time the advance is made and records a
reserve if collectibility is not reasonably assured.

The Fund does not guarantee any of the mortgages or other debt of the Local
Limited Partnerships.

The Managing General Partner has elected to report results of the Local Limited
Partnerships on a 90-day lag basis because the Local Limited Partnerships report
their results on a calendar year basis. Accordingly, the financial information
of the Local Limited Partnerships that is included in the accompanying financial
statements is as of December 31, 2003 and 2002.


<PAGE>

                      BOSTON FINANCIAL TAX CREDIT FUND PLUS
                             (A Limited Partnership)


                  NOTES TO THE FINANCIAL STATEMENTS (continued)


2. Significant Accounting Policies (continued)

Investments in Local Limited Partnerships (continued)

The Fund, as a limited partner in the Local Limited Partnerships, is subject to
risks inherent in the ownership of property which are beyond its control, such
as fluctuations in occupancy rates and operating expenses, variations in rental
schedules, proper maintenance and continued eligibility for tax credits. If the
cost of operating a property exceeds the rental income earned thereon, the Fund
may deem it in its best interest to voluntarily provide funds in order to
protect its investment.

The Fund has implemented policies and practices for assessing potential
impairment of its investments in Local Limited Partnerships. Real estate experts
analyze the investments to determine if impairment indicators exist. If so, the
investment is analyzed to consider the Fund's ability to recover its carrying
value. If an other then temporary impairment in carrying value exists, a
provision to write down the asset to fair value will be recorded in the Fund's
financial statements.

Use of Estimates

The preparation of financial statements in conformity with accounting principles
generally accepted in the United States of America requires management to make
estimates and assumptions that affect the reported amounts of assets,
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.

Fair Value of Financial Instruments

Statements of Financial Accounting Standards No. 107 ("SFAS No. 107"),
Disclosures About Fair Value of Financial Instruments, requires disclosure for
the fair value of most on- and off-balance sheet financial instruments for which
it is practicable to estimate that value. The scope of SFAS No. 107 excludes
certain financial instruments, such as trade receivables and payables when the
carrying value approximates the fair value and investments accounted for under
the equity method, and all nonfinancial assets, such as real property. Unless
otherwise described, the fair values of the Partnership's assets and liabilities
which qualify as financial instruments under SFAS No. 107 approximate their
carrying amounts in the accompanying balance sheets.

Income Taxes

No provision for income taxes has been made, as the liability for such taxes is
an obligation of the partners of the Fund.
<TABLE>
<CAPTION>

3.   Marketable Securities

A summary of marketable securities is as follows:
                                                                 Gross        Gross
                                                              Unrealized    Unrealized          Fair
                                                  Cost           Gains        Losses            Value

<S>                                            <C>            <C>           <C>              <C>
Mortgage backed securities                     $     1,603    $        11   $         -      $     1,614
                                               -----------    -----------   -----------      -----------

Marketable securities
   at March 31, 2004                           $     1,603    $        11   $         -      $     1,614
                                               ===========    ===========   ===========      ===========

</TABLE>

<PAGE>

                      BOSTON FINANCIAL TAX CREDIT FUND PLUS
                             (A Limited Partnership)


                  NOTES TO THE FINANCIAL STATEMENTS (continued)


3. Marketable Securities (continued)

The contractual maturities at March 31, 2004 are as follows:
                                                                Fair
                                               Cost             Value

Mortgage backed securities                 $     1,603       $     1,614
                                           ===========       ===========-

Actual maturities for asset backed securities may differ from contractual
maturities because some borrowers have the right to call or prepay obligations.
Proceeds from the maturities of marketable securities were approximately
$205,000 and $688,000 during the years ended March 31, 2004 and 2003,
respectively. Included in investment income are gross gains of $849 and $3,303
and gross losses of $49 and $169 that were realized on the maturities during the
years ended March 31, 2004 and 2003, respectively.

4.   Investments in Local Limited Partnerships

The Fund has limited partnership interests in twenty-four Local Limited
Partnerships which were organized for the purpose of owning and operating
multi-family housing complexes, all of which are government-assisted. The Fund's
ownership interest in each Local Limited Partnership is 99%, except for
Livingston Arms, Phoenix Housing, Metropolitan, New Garden Place and Findley
Place, where the Fund's ownership interests are 82%, 0.2%, 98.75%, 97.9% and
98%, respectively, and Primrose and Sycamore, where the Fund's ownership is
49.5%. The Fund may have negotiated or may negotiate options with the local
general partners to purchase or sell the Fund's interests in the Properties at
the end of the tax credit compliance period at nominal prices. In the event that
Properties are sold to third parties, proceeds will be distributed according to
the terms of each Local Limited Partnership agreement.
<TABLE>
<CAPTION>

The following is a summary of investments in Local Limited Partnerships at March
31, 2004:

Capital contributions and advances paid to Local Limited Partnerships
<S>                                                                                                <C>
   and purchase price paid to withdrawing partners of Local Limited Partnerships                   $  26,345,310

Cumulative equity in losses of Local Limited Partnerships (excluding
   cumulative unrecognized losses of $2,348,914)                                                     (14,998,889)

Cumulative cash distributions received from Local Limited Partnerships                                (3,347,146)
                                                                                                   -------------

Investments in Local Limited Partnerships before adjustments                                           7,999,275

Excess investment cost over the underlying assets acquired:

   Acquisition fees and expenses                                                                       1,097,216

   Cumulative amortization of acquisition fees and expenses                                             (282,871)
                                                                                                   -------------

Investments in Local Limited Partnerships before impairment allowance                                  8,813,620

Impairment allowance on investments in Local Limited Partnerships                                     (2,902,844)
                                                                                                   -------------

Investments in Local Limited Partnerships                                                          $   5,910,776
                                                                                                   =============

</TABLE>

<PAGE>


                      BOSTON FINANCIAL TAX CREDIT FUND PLUS
                             (A Limited Partnership)


                  NOTES TO THE FINANCIAL STATEMENTS (continued)


4. Investments in Local Limited Partnerships (continued)

For the year ended March 31, 2004, the Fund advanced $29,688 to one of the Local
Limited Partnerships, all of which was impaired. The Fund has recorded an
impairment allowance for its investments in certain Local Limited Partnerships
in order to appropriately reflect the estimated net realizable value of these
investments.

Summarized combined financial information of the Local Limited Partnerships in
which the Fund has invested as of December 31, 2003 and 2002 (due to the Fund's
policy of reporting the financial information of its Local Limited Partnership
interests on a 90 day lag basis) is as follows:
<TABLE>
<CAPTION>

Summarized Balance Sheets - as of December 31,
                                                                                    2003                2002
                                                                                -------------      -------------
Assets:
<S>                                                                             <C>                <C>
   Investment property, net                                                     $  58,499,842      $  60,864,159
   Other assets                                                                     6,242,738          6,227,549
                                                                                -------------      -------------
     Total Assets                                                               $  64,742,580      $  67,091,708
                                                                                =============      =============

Liabilities and Partners' Equity:
   Mortgage notes payable                                                       $  51,653,539      $  51,076,163
   Other liabilities                                                                6,159,015          5,805,642
                                                                                -------------      -------------
     Total Liabilities                                                             57,812,554         56,881,805
                                                                                -------------      -------------

Fund's Equity                                                                       4,747,055          7,705,931
Other partners' equity                                                              2,182,971          2,503,972
                                                                                -------------      -------------
     Total Partners' Equity                                                         6,930,026         10,209,903
                                                                                -------------      -------------
     Total Liabilities and Partners' Equity                                     $  64,742,580      $  67,091,708
                                                                                =============      =============

Summarized Income Statements - for the years ended December 31,
                                                                                    2003                2002
                                                                                -------------      -------------

Rental and other revenue                                                        $  11,469,959      $  11,290,796
                                                                                -------------      -------------

Expenses:
   Operating                                                                        6,721,342          6,429,585
   Interest                                                                         2,928,879          3,190,901
   Depreciation and amortization                                                    2,806,093          2,974,490
                                                                                -------------      -------------
     Total Expenses                                                                12,456,314         12,594,976
                                                                                -------------      -------------

Net Loss                                                                        $    (986,355)     $  (1,304,180)
                                                                                =============      =============

Fund's share of Net Loss                                                        $    (908,686)     $  (1,255,996)
                                                                                =============      =============
Other partners' share of Net Loss                                               $     (77,669)     $     (48,184)
                                                                                =============      =============
</TABLE>

For the years ended March 31, 2004 and 2003, the Fund has not recognized
$406,874 and $534,930, respectively, of equity in losses relating to certain
Local Limited Partnerships in which cumulative equity in losses and
distributions exceeded its total investment in these Local Limited Partnerships.
Previously unrecognized losses of $33,844 and $5,892 were included in losses
recognized in the years ended March 31, 2004 and 2003, respectively.


<PAGE>

                      BOSTON FINANCIAL TAX CREDIT FUND PLUS
                             (A Limited Partnership)


                  NOTES TO THE FINANCIAL STATEMENTS (continued)


4. Investments in Local Limited Partnerships (continued)

The Fund's equity as reflected by the Local Limited Partnerships of $4,747,055
differs from the Fund's investments in Local Limited Partnerships before
adjustments of $7,999,275 primarily due to: i) cumulative unrecognized losses as
described above; ii) advances to Local Limited Partnerships which the Fund
included in investments in Local Limited Partnerships and; iii) differences in
the accounting treatment of miscellaneous items.

5.   Other Investments

Other investments consists of the aggregate cost of the Treasury STRIPS
purchased by the Fund for the benefit of the Class B Limited Partners. The
amortized cost at March 31, 2004 is composed of the following:
<TABLE>
<CAPTION>

<S>                                                                                          <C>
   Aggregate cost of Treasury STRIPS                                                         $   918,397
   Accumulated accretion of
     Original Issue Discount                                                                   1,361,421
                                                                                             ------------
                                                                                             $ 2,279,818
</TABLE>

The fair value of these securities at March 31, 2004 is $2,875,212. Maturity
dates for the STRIPS range from February 15, 2007 to May 15, 2010 with a final
maturity value of $3,290,000.

6.   Transactions with Affiliate

An affiliate of the Managing General Partner receives the base amount of $5,500
(annually adjusted by the CPI factor) per Local Limited Partnership as the
annual Asset Management Fee for administering the affairs of the Fund. Included
in the Statements of Operations are Asset Management Fees of $175,831 and
$168,608 for the years ended March 31, 2004 and 2003, respectively. At March 31,
2004, $476 is reimbursable from an affiliate of the Managing General Partner for
Asset Management Fees. During the years ended March 31, 2004 and 2003, $420,429
and $1,020,000, respectively, were paid out of available cash flow for Asset
Management Fees.

An affiliate of the Managing General Partner is reimbursed for the cost of the
Fund's salaries and benefits expenses. Included in general and administrative
expenses for the years ended March 31, 2004 and 2003 is $215,939 and $276,321,
respectively, that the Fund has incurred for these expenses. As of March 31,
2004, $89,691 is payable to an affiliate of the Managing General Partner for
salaries and benefits.



<PAGE>


                      BOSTON FINANCIAL TAX CREDIT FUND PLUS
                             (A Limited Partnership)

                  NOTES TO THE FINANCIAL STATEMENTS (continued)



7.   Federal Income Taxes

The following schedules reconcile the reported financial statement net loss for
the fiscal years ended March 31, 2004 and 2003 to the net loss reported on the
Form 1065, U. S. Partnership Return of Income for the years ended December 31,
2003 and 2002:
<TABLE>
<CAPTION>
                                                                                    2004                 2003
                                                                                --------------     -------------

<S>                                                                             <C>                <C>
Net Loss per financial statements                                               $   (1,298,145)    $  (1,217,012)

Equity in losses of Local Limited Partnerships for tax purposes
   in excess of equity in losses for financial reporting purposes                     (165,127)         (107,494)

Equity in losses of Local Limited Partnerships not
   recognized for financial reporting purposes                                        (373,030)         (529,038)

Adjustment to reflect March 31 fiscal year end
   to December 31 taxable year end                                                      65,173             2,998

Amortization for tax purposes in excess of amortization
   for financial reporting purposes                                                    (32,363)          (21,033)

Provision for valuation of advances to Local Limited
   Partnerships not deductable for tax purposes                                         29,688                 -

Recovery of provision for valuation of advances to Local
   Limited Partnerships not deductable for tax purposes                                      -           (49,732)

Provision for valuation of investments in Local Limited
   Partnerships not deductible for tax purposes                                        520,042           217,438

Gain on liquidation of investments in Local Limited Partnerships
   recognized for tax purposes                                                         325,378                 -

Cash distributions included in net loss for financial reporting purposes              (109,573)           (3,258)
                                                                                --------------     -------------

Net Loss per tax return                                                         $   (1,037,957)    $  (1,707,131)
                                                                                ==============     =============

</TABLE>

<PAGE>


                      BOSTON FINANCIAL TAX CREDIT FUND PLUS
                             (A Limited Partnership)

                  NOTES TO THE FINANCIAL STATEMENTS (continued)


7. Federal Income Taxes (continued)

The differences in the assets and liabilities of the Fund for financial
reporting purposes and tax purposes as of March 31, 2004 and December 31, 2003,
respectively are as follows:
<TABLE>
<CAPTION>

                                                            Financial
                                                             Reporting             Tax
                                                             Purposes           Purposes             Differences
                                                           -------------     -------------        ----------------

<S>                                                        <C>               <C>                  <C>
Investments in Local Limited Partnerships                  $   5,910,776     $   2,601,358        $      3,309,418
                                                           =============     =============        =================
Other assets                                               $   3,050,528     $   8,160,686        $     (5,110,158)
                                                           =============     =============        ================ =
Liabilities                                                $     109,803     $      (2,874)       $        112,677
                                                           =============     =============        =================
</TABLE>

The differences in the assets and liabilities of the Fund for financial
reporting and tax purposes are primarily attributable to: i) the cumulative
equity in losses from Local Limited Partnerships for tax purposes is
approximately $5,598,000 greater than for financial reporting purposes including
approximately $2,349,000 of losses the Fund has not recognized related to
certain Local Limited Partnerships whose cumulative equity in losses exceeded
their total investments; ii) the Fund has provided an impairment allowance of
approximately $2,903,000 against its investments in Local Limited Partnerships
for financial reporting purposes; and iii) organizational and offering costs of
approximately $5,132,000 that have been capitalized for tax purposes are charged
to Limited Partners' equity for financial reporting purposes.

8.   Accounting Standard Update

In January 2003, the FASB issued Interpretation No. 46 ("Interpretation"),
"Consolidation of Variable Interest Entities", which provides new criteria for
determining whether or not consolidation accounting is required. The
Interpretation, which was modified in December 2003 by FIN46R in order to
address certain technical and implementation issues, requires the Fund to
consider consolidation or provide additional disclosures of financial
information for Local Limited Partnerships meeting the definition of a Variable
Interest Entity ("VIE"). The Fund is required to apply the Interpretation to the
Local Limited Partnerships meeting the definition of a VIE on December 31, 2004.

This Interpretation would require consolidation by the Fund of certain Local
Limited Partnerships' assets and liabilities and results of operations if the
Fund determined that the Local Limited Partnership was a VIE and that the Fund
was the "Primary Beneficiary". Minority interests may be recorded for the Local
Limited Partnerships' ownership share attributable to other investors. Where
consolidation of Local Limited Partnerships is not required, additional
financial information disclosures of Local Limited Partnerships may be required.
The Fund has assessed the potential consolidation effects of the Interpretation
and preliminarily concluded that it is not the Primary Beneficiary of any of the
Local Limited Partnerships that meet the definition of a VIE. Prior to the
effective date of FIN 46, the Fund is required to disclose its maximum exposure
to economic and financial statement losses as a result of its involvement with
the VIEs. The Fund's exposure to economic and financial statement losses from
the VIEs is limited to its investment in the VIEs ($5,910,776 at March 31,
2004).