March 15, 2000

United States

Securities and Exchange Commission
Washington, D.C.  20549


RE:   Fox Strategic Housing Income Partners
      Form 10-KSB

      File No. 0-16877


To Whom it May Concern:

The  accompanying  Form 10-KSB for the year ended  December 31, 1999 describes a
change in the method of  accounting to  capitalize  exterior  painting and major
landscaping,   which  would  have  been  expensed  under  the  old  policy.  The
Partnership believes that this accounting principle change is preferable because
it  provides a better  matching  of  expenses  with the  related  benefit of the
expenditures and it is consistent with industry practice and the policies of the
Managing General Partner.

Please do not hesitate to contact the undersigned with any questions or comments
that you might have.

Very truly yours,




Stephen Waters
Real Estate Controller


<PAGE>


-------------------------------------------------------------------------------
                  FORM 10-KSB--ANNUAL OR TRANSITIONAL REPORT UNDER

                               SECTION 13 OR 15(d)

                                   Form 10-KSB

(Mark One)
[X]   ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934 [No Fee Required]

                    For the fiscal year ended December 31, 1999

[ ]   TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
      OF 1934 [No Fee Required]

                For the transition period from _________to _________

                         Commission file number 0-16877

                       FOX STRATEGIC HOUSING INCOME PARTNERS
                   (Name of small business issuer in its charter)

         California                                              94-3016373
(State or other jurisdiction of                               (I.R.S. Employer
 incorporation or organization)                             Identification No.)

                          55 Beattie Place, PO Box 1089
                        Greenville, South Carolina 29602

                      (Address of principal executive offices)

                      Issuer's telephone number (864) 239-1000

           Securities registered under Section 12(b) of the Exchange Act:

                                      None

           Securities registered under Section 12(g) of the Exchange Act:

                            Limited Partnership Units

                                (Title of class)

Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the  Exchange  Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports),  and (2) has been
subject to such filing requirements for the past 90 days. Yes X No___

Check if there is no disclosure of delinquent  filers in response to Item 405 of
Regulation S-B contained in this form, and no disclosure  will be contained,  to
the best of the  registrant's  knowledge,  in  definitive  proxy or  information
statements  incorporated  by  reference  in Part III of this Form  10-KSB or any
amendment to this Form 10-KSB. [ ]

State issuer's revenues for its most recent fiscal year.  $3,073,000

State the aggregate  market value of the voting  partnership  interests  held by
non-affiliates  computed  by  reference  to the price at which  the  partnership
interests  were sold,  or the average bid and asked  prices of such  partnership
interests, as of December 31, 1999. No market exists for the limited partnership
interests of the Registrant,  and,  therefore,  no aggregate market value can be
determined.

                       DOCUMENTS INCORPORATED BY REFERENCE

                                      None

--------------------------------------------------------------------------------
<PAGE>

                                     PART I

Item 1.  Description of Business

Fox Strategic  Housing Income Partners (the  "Partnership" or "Registrant") is a
publicly-held  limited  partnership  organized  in June 1984,  under the Uniform
Limited Partnership Act of the California  Corporations Code. Fox Partners VIII,
a California general partnership, is the general partner of the Partnership. Fox
Capital Management  Corporation  ("FCMC" or the "Managing General  Partner"),  a
California  corporation,  and Fox  Realty  Investors  ("FRI")  are  the  general
partners of Fox Partners  VIII.  The Managing  General  Partner and the managing
general  partner  of FRI are  each  subsidiaries  of  Apartment  Investment  and
Management  Company  ("AIMCO").  The  Partnership  Agreement  provides  that the
Partnership is to terminate on December 31, 2025 unless,  terminated  earlier in
accordance with the terms of the Partnership Agreement.

The Partnership,  through its public offering of Limited Partnership Units, sold
26,111 units aggregating $26,111,000. From April 1987 through February 28, 1989,
the Partnership acquired one mobile home park and two apartment  complexes.  The
Partnership  continues to hold and operate the two apartment complexes as of the
date of this filing (see "Item 2. Description of Properties"). Since its initial
offering, the Partnership has not received, nor are limited partners required to
make, additional capital contributions.

The  Partnership has no employees.  The Managing  General Partner is vested with
full authority as to the general  management and supervision of the business and
affairs of the Partnership. Limited partners have no right to participate in the
management or conduct of such business and affairs. An affiliate of the Managing
General Partner provides day-to-day property management services.

Both  the  income  and  expenses  of  operating  the  properties  owned  by  the
Partnership are subject to factors outside of the Partnership's control, such as
changes in the supply and demand for similar  properties  resulting from various
market  conditions,  increases/decreases  in unemployment or population  shifts,
changes in the availability of permanent mortgage  financing,  changes in zoning
laws,  or changes in patterns or needs of users.  In  addition,  there are risks
inherent in owning and operating residential  properties because such properties
are  susceptible to the impact of economic and other  conditions  outside of the
control of the Partnership.

There have been, and it is possible there may be other, Federal, state and local
legislation  and  regulations   enacted   relating  to  the  protection  of  the
environment.  The Partnership is unable to predict the extent,  if any, to which
such new  legislation  or  regulations  might occur and the degree to which such
existing or new legislation or regulations might adversely affect the properties
owned by the Partnership.

The Partnership  monitors its properties for evidence of pollutants,  toxins and
other dangerous substances, including the presence of asbestos. In certain cases
environmental  testing has been performed which resulted in no material  adverse
conditions or liabilities.  In no case has the Partnership  received notice that
it is a potentially  responsible party with respect to an environmental clean up
site.

The  real  estate  business  in which  the  Partnership  is  engaged  is  highly
competitive.  There are other  residential  properties within the market area of
the Partnership's properties.  The number and quality of competitive properties,
including  those which may be managed by an affiliate  of the  Managing  General
Partner,  in such market area could have a material  effect on the rental market
for the  apartments at the  Partnership's  properties  and the rents that may be
charged  for  such  apartments.  While  the  Managing  General  Partner  and its
affiliates  own and/or  control a significant  number of apartment  units in the
United  States,  such  units  represent  an  insignificant  percentage  of total
apartment units in the United States and competition for apartments is local.

A further description of the Partnership's business is included in "Management's
Discussion and Analysis or Plan of Operation" included in "Item 6" of this Form
10-KSB.

Transfer of Control

Pursuant  to a series  of  transactions  which  closed  on  October  1, 1998 and
February 26, 1999,  Insignia Financial Group, Inc. and Insignia Properties Trust
merged into AIMCO, a publicly traded real estate  investment  trust,  with AIMCO
being the surviving  corporation  (the "Insignia  Merger").  As a result,  AIMCO
acquired 100% ownership  interest in the Managing General Partner.  The Managing
General  Partner does not believe that this  transaction  has had or will have a
material effect on the affairs and operations of the Partnership.

Item 2.  Description of Properties:

The following table sets forth the Partnership's investments in properties:

<TABLE>
<CAPTION>

                                    Date of
Property                            Purchase       Type of Ownership          Use

<S>                                  <C>      <C>                        <C>

Barrington Place Apartments           7/89    Fee ownership, subject      Apartment
  Westlake, Ohio                              to a first mortgage (1)     164 units

Wood View Apartments                  9/87    Fee ownership, subject      Apartment
  Atlanta, Georgia                            to a first mortgage         180 units

</TABLE>

(1)   Property is held by a limited  partnership in which the Partnership owns a
      99% interest.

Schedule of Properties:

Set forth below for each of the  Registrant's  properties is the gross  carrying
value,  accumulated  depreciation,  depreciable life, method of depreciation and
Federal tax basis.

<TABLE>
<CAPTION>

                           Gross
                          Carrying   Accumulated                         Federal
Property                   Value    Depreciation     Rate    Method     Tax Basis
                              (in thousands)                         (in thousands)
<S>                     <C>           <C>         <C>         <C>       <C>

Barrington Place         $11,713       $ 4,257     5-30 yrs    S/L       $ 7,301
Wood View                 10,101         3,450     5-30 yrs    S/L         6,383
                         $21,814       $ 7,707                           $13,684
</TABLE>

See  "Note A" to the  consolidated  financial  statements  included  in "Item 7.
Financial Statements" for a description of the Partnership's depreciation policy
and "Note J- Change in Accounting Principle".




<PAGE>



Schedule of Property Indebtedness

The  following  table  sets  forth  certain  information  relating  to the loans
encumbering the Registrant's properties.

<TABLE>
<CAPTION>

                           Principal                                      Principal
                           Balance At    Stated                            Balance
                          December 31,  Interest   Period     Maturity     Due At
        Property              1999        Rate    Amortized     Date    Maturity (2)
                         (in thousands)                                (in thousands)
<S>                        <C>          <C>          <C>      <C>        <C>

Barrington Place            $ 4,829      6.65%       (1)       8/1/08      $ 4,178
Wood View                     5,518      6.64%       (1)       8/1/08        4,774

  Total                     $10,347                                        $ 8,952

</TABLE>


(1)   The  principal  balance  is being  amortized  over 360  months  with a
      balloon payment due August 1, 2008.

(2)   See "Item 7. Financial  Statements - Note C" for information  with respect
      to the  Registrant's  ability  to repay  these  loans and other  specific
      details about the loans.

Rental Rates and Occupancy:

Average annual rental rates and occupancy for 1999 and 1998 for each property:

                                   Average Annual        Average Annual
                                    Rental Rate            Occupancy
                                     (per unit)

 Property                        1999          1998       1999    1998

 Barrington Place               $9,747        $9,725      87%      92%

 Wood View                       9,346         9,081      95%      95%

The Managing General Partner  attributes the decrease in occupancy at Barrington
Place  to  increased  competition  in the  local  market.  The  Partnership  has
implemented a more aggressive  marketing campaign and has offered concessions in
an attempt to increase occupancy.

As noted under "Item 1.  Description of Business",  the real estate  industry is
highly competitive.  All of the properties are subject to competition from other
residential  apartment  complexes  in the area.  The  Managing  General  Partner
believes that all of the properties are adequately insured.  Each property is an
apartment  complex  which leases  units for lease terms of one year or less.  No
resident leases 10% or more of the available rental space. All of the properties
are in good condition,  subject to normal  depreciation and  deterioration as is
typical for assets of this type and age.


<PAGE>



Real Estate Taxes and Rates:

Real estate taxes and rates in 1999 for each property were:

                                                 1999            1999
                                                Billing          Rate
                                            (in thousands)

Barrington Place                                 $165            5.36%

Wood View                                         120            2.93%

Capital Improvements:

Barrington Place: The Partnership  completed  approximately  $262,000 in capital
expenditures at Barrington Place as of December 31, 1999,  consisting  primarily
of parking lot enhancements,  HVAC improvements,  major landscaping,  recreation
facility  upgrades,  structural  improvements,  and floor covering  replacement.
These  improvements  were funded from  replacement  reserves and operating  cash
flow. The Partnership is currently  evaluating the capital  improvement needs of
the  property  for the  upcoming  year.  The  minimum  amount to be  budgeted is
expected  to be  $300  per  unit  or  $49,200.  Additional  improvements  may be
considered and will depend on the physical  condition of the property as well as
replacement reserves and anticipated cash flow generated by the property.

Wood  View:  The  Partnership   completed   approximately   $87,000  in  capital
expenditures at Wood View as of December 31, 1999,  consisting primarily of roof
replacement,  wall covering replacement,  and floor covering replacement.  These
improvements were funded primarily from replacement  reserves and operating cash
flow. The Partnership is currently  evaluating the capital  improvement needs of
the  property  for the  upcoming  year.  The  minimum  amount to be  budgeted is
expected  to be  $300  per  unit  or  $54,000.  Additional  improvements  may be
considered and will depend on the physical  condition of the property as well as
replacement reserves and anticipated cash flow generated by the property.

Item 3.  Legal Proceedings

In March 1998, several putative unit holders of limited partnership units of the
Partnership  commenced an action  entitled  Rosalie  Nuanes,  et al. v. Insignia
Financial  Group,  Inc., et al. in the Superior Court of the State of California
for the County of San Mateo. The plaintiffs  named as defendants,  among others,
the  Partnership,  the Managing  General Partner and several of their affiliated
partnerships  and corporate  entities.  The action  purports to assert claims on
behalf of a class of limited  partners and derivatively on behalf of a number of
limited  partnerships  (including  the  Partnership)  which are named as nominal
defendants,  challenging  the  acquisition  by Insignia  Financial  Group,  Inc.
("Insignia")  and  entities  which  were,  at one time,  affiliates  of Insignia
("Insignia  Affiliates") of interests in certain general partner entities,  past
tender offers by Insignia  Affiliates to acquire limited  partnership units, the
management of partnerships  by Insignia  Affiliates and the Insignia Merger (see
"Item 7. Financial  Statements,  Note B - Transfer of Control").  The plaintiffs
seek monetary damages and equitable relief,  including  judicial  dissolution of
the  Partnership.  On June 25, 1998, the Managing General Partner filed a motion
seeking  dismissal  of the action.  In lieu of  responding  to the  motion,  the
plaintiffs have filed an amended  complaint.  The Managing General Partner filed
demurrers to the amended  complaint which were heard February 1999.  Pending the
ruling on such  demurrers,  settlement  negotiations  commenced.  On November 2,
1999,  the parties  executed  and filed a  Stipulation  of  Settlement  settling
claims,  subject to final court  approval,  on behalf of the Partnership and all
limited partners who own units as of November 3, 1999.  Preliminary  approval of
the  settlement  was obtained on November 3, 1999 from the Superior Court of the
State of  California,  County of San Mateo,  at which time the Court set a final
approval  hearing for December 10, 1999.  Prior to the December 10, 1999 hearing
the Court received various  objections to the settlement,  including a challenge
to the Court's preliminary  approval based upon the alleged lack of authority of
class  plaintiffs'  counsel to enter the  settlement.  On December 14, 1999, the
Managing General Partner and its affiliates  terminated the proposed settlement.
Certain  plaintiffs  have filed a motion to disqualify  some of the  plaintiffs'
counsel in the action.  The Managing  General  Partner does not anticipate  that
costs  associated with this case will be material to the  Partnership's  overall
operations.

The  Partnership is unaware of any other pending or outstanding  litigation that
is not of a routine nature arising in the ordinary course of business.

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

The unit holders of the Registrant did not vote on any matter during the quarter
ended December 31, 1999.


<PAGE>



                                     PART II

Item 5.     Market for Partnership Equity and Related Partner Matters

The Partnership  offered and sold 26,111 Limited  Partnership  Units aggregating
$26,111,000.  As of December 31, 1999, there were 1,059 holders of record owning
an aggregate of 26,111 Units.  Affiliates of the Managing  General Partner owned
8,832 Units or 33.83% as of December  31,  1999.  There is no  intention to sell
additional  Limited  Partnership  Units nor is there an  established  market for
these Units.

The following table sets forth the distributions made by the Partnership for the
years ended December 31, 1998 and 1999.

                                                Distributions

                                                           Per Limited
                                        Aggregate        Partnership Unit
                                      (in thousands)

       01/01/98 - 12/31/98             $ 5,381 (1)           $201.95

       01/01/99 - 12/31/99               1,860 (2)             69.82

(1)   Consists of approximately $1,431,000 from operations, $2,401,000 from sale
      proceeds, and $1,549,000 from refinancing proceeds. (See "Item 6" for more
      details).

(2)   Distribution  was made  from  cash from  operations.  (See  "Item 6." for
      more details).

Future cash  distributions  will depend on the levels of net cash generated from
operations,   the  availability  of  cash  reserves,  and  the  timing  of  debt
maturities,  refinancings and/or property sales. The Partnership's  distribution
policy is reviewed on a semi-annual basis.  There can be no assurance,  however,
that the  Partnership  will generate  sufficient  funds from  operations,  after
required capital  expenditures,  to permit any  distributions to its partners in
the year 2000 or subsequent periods.

Several tender offers were made by various parties,  including affiliates of the
Managing General Partner,  during the years ended December 31, 1999 and 1998. As
a result of these and prior tender offers,  AIMCO and its  affiliates  currently
own  8,832   limited   partnership   units  in  the   Partnership   representing
approximately  33.83% of the outstanding units. It is possible that AIMCO or its
affiliates will make one or more additional offers to acquire additional limited
partnership  interests in the  Partnership  for cash or in exchange for units in
the operating partnership of AIMCO. Under the Partnership Agreement, unitholders
holding a majority of the Units are  entitled  to take action with  respect to a
variety of matters.  When voting on matters,  AIMCO would in all likelihood vote
the Units it  acquired in a manner  favorable  to the  interest of the  Managing
General Partner because of their affiliation with the Managing General Partner.


<PAGE>



Item 6.     Management's Discussion and Analysis or Plan of Operation

The  matters  discussed  in this Form  10-KSB  contain  certain  forward-looking
statements  and  involve  risks and  uncertainties  (including  changing  market
conditions, competitive and regulatory matters, etc.) detailed in the disclosure
contained  in this Form 10-KSB and the other  filings  with the  Securities  and
Exchange  Commission made by the Registrant from time to time. The discussion of
the Registrant's business and results of operations,  including  forward-looking
statements pertaining to such matters, does not take into account the effects of
any changes to the Registrant's business and results of operation.  Accordingly,
actual   results   could  differ   materially   from  those   projected  in  the
forward-looking  statements as a result of a number of factors,  including those
identified herein.

This  item  should  be read  in  conjunction  with  the  consolidated  financial
statements and other items contained elsewhere in this report.

Results of Operations

The  Registrant's  net income for the year ended  December 31, 1999 and 1998 was
approximately $34,000 and $204,000,  respectively. The decrease in net income is
due to a decrease in total revenue  which was partially  offset by a decrease in
total expenses.  Total revenue decreased due to a decrease in other income and a
decrease in rental  income.  The  decrease in other  income is due  primarily to
lower  interest  income as a result  of a  decrease  in  interest  bearing  cash
balances.  Reduced tenant changes and corporate unit revenue at Barrington Place
also  resulted in a decrease in other  income.  The decrease in rental income is
due primarily to a decrease in occupancy as well as increased  concession  costs
at the Barrington Place  Apartments,  which were partially offset by an increase
in the average annual rental rate and reduced  concession costs at the Wood View
Apartments.

Total  expenses  decreased  primarily  due to decreases in interest  expense and
operating  expense  which were  partially  offset by an  increase in general and
administrative expense and property tax expense.  Interest expense decreased due
to the lower interest rates obtained in 1998 on the refinanced loans encumbering
the Partnership's  properties (see further  discussion  below).  The decrease in
operating expense is primarily due to decreased  maintenance  expense due to the
completion  of  repair  and  maintenance  projects  at  both  the  Partnership's
properties  during  1998  and a  change  in  accounting  policy  during  1999 as
discussed  below. In addition,  insurance  expense  decreased due to a change in
insurance  carriers at the  investment  properties  during the fourth quarter of
1998. General and administrative  expense increased primarily due to an increase
in Partnership  management fees on distributions  from operations.  The Managing
General Partner earned  $149,000 and $115,000 in Partnership  Management fees on
distributions from operations for 1999 and 1998, respectively,  of which $93,000
and $72,000,  respectively,  are  subordinated to the Limited  Partner's  annual
receipt of 8% of  Adjusted  Investment  Capital,  as defined in the  Partnership
Agreement.  In addition,  there was an increase in legal expenses related to the
settlement  of a lawsuit as discussed in the  Partnership's  Form 10-QSB at June
30, 1999.  Property tax expense  increased due to an increase in assessed values
at both of the Partnership's properties.

Included in general and  administrative  expense at both  December  31, 1999 and
1998 are management reimbursements to the Managing General Partner allowed under
the Partnership Agreement. In addition,  costs associated with the quarterly and
annual  communications  with  investors and  regulatory  agencies and the annual
audit required by the Partnership Agreement are also included.

Effective  January 1, 1999, the Partnership  changed its method of accounting to
capitalize the cost of exterior  painting and major landscaping on a prospective
basis.  The  Partnership  believes  that  this  accounting  principle  change is
preferable  because it provides a better  matching of expenses  with the related
benefit of the expenditures and it is consistent with industry  practice and the
policies of the Managing General  Partner.  The effect of the change in 1999 was
to increase net income by  approximately  $26,000 ($.80 per limited  partnership
unit). The cumulative effect, had this change been applied to prior periods,  is
not material.  The accounting  principle  change will not have an effect on cash
flow,  funds available for  distribution or fees payable to the Managing General
Partner and affiliates.

As part of the ongoing  business plan of the  Partnership,  the Managing General
Partner  monitors  the  rental  market  environment  of each  of its  investment
properties  to assess  the  feasibility  of  increasing  rents,  maintaining  or
increasing  occupancy  levels,  and protecting the Partnership from increases in
expense.  As part of this plan, the Managing General Partner attempts to protect
the Partnership  from the burden of  inflation-related  increases in expenses by
increasing rents and maintaining a high overall occupancy level. However, due to
changing market  conditions,  which can result in the use of rental  concessions
and  rental  reductions  to  offset  softening  market  conditions,  there is no
guarantee that the Managing General Partner will be able to sustain such a plan.

Liquidity and Capital Resources

At  December  31,  1999,  the  Registrant  had  cash  and  cash  equivalents  of
approximately  $987,000  compared to  approximately  $2,127,000  at December 31,
1998. The decrease in cash and cash equivalents of approximately  $1,140,000 for
the year ended December 31, 1999 is due to approximately $1,976,000 of cash used
in financing  activities  and  approximately  $250,000 of cash used in investing
activities  which was  partially  offset  by  approximately  $1,086,000  of cash
provided by operating  activities.  Cash used in financing  activities consisted
primarily of partner  distributions and, to a lesser extent,  principal payments
made on the mortgages  encumbering  the  Registrant's  properties.  Cash used in
investing activities consisted of property improvements and replacements,  which
was  partially  offset by  withdrawals  from escrow  accounts  maintained by the
mortgage lender.  The Registrant invests its working capital reserves in a money
market account.

The sufficiency of existing  liquid assets to meet future  liquidity and capital
expenditure   requirements   is  directly   related  to  the  level  of  capital
expenditures  required at the investment  properties to adequately  maintain the
physical  assets and other  operating needs of the Registrant and to comply with
Federal,  state, local, legal, and regulatory  requirements.  The Partnership is
currently  evaluating  the capital  improvement  needs of the properties for the
upcoming year. The minimum amount to be budgeted is expected to be $300 per unit
or $103,200.  The additional capital  expenditures will be incurred only if cash
is available from operations and Partnership  reserves.  To the extent that such
budgeted capital improvements are completed, the Registrant's distributable cash
flow, if any, may be adversely affected at least in the short term.

The Partnership's  current assets are thought to be sufficient for any near-term
needs (exclusive of capital  improvements)  of the Partnership.  At December 31,
1999,  mortgage  indebtedness was approximately  $10,347,000.  Prior to July 30,
1998, the Partnership's  properties were  cross-collateralized  by a zero coupon
first  mortgage  which secured the entire  amount of the note payable.  Interest
accrued on the amount  borrowed at a contract rate of 10.9% per annum,  with the
accrued interest added to principal each January and July. On July 30, 1998, the
Partnership  refinanced this indebtedness with new mortgage loans on each of the
properties. As a result, the properties are no longer cross-collateralized.  The
new loan on the Wood View  Apartments  was in the original  principal  amount of
$5,600,000,  bears  interest at a rate of 6.64% per annum and  requires  monthly
debt service payments of  approximately  $36,000.  The new mortgage  encumbering
Barrington  Place  Apartments was in the original  amount of  $4,900,000,  bears
interest  at a rate of 6.65% and  requires  monthly  debt  service  payments  of
approximately  $31,000.  Both  mortgage  loans  mature on August 1,  2008,  with
balloon payments due, at which time the properties will need to be refinanced or
sold.  If the  properties  cannot be  refinanced  and/or  sold for a  sufficient
amount, the Partnership will risk losing such properties through foreclosure.

During the year ended December 31, 1999, the Partnership  distributed  cash from
operations of approximately $1,860,000  (approximately $1,823,000 to the limited
partners,  $69.82 per limited  partnership unit). During the year ended December
31, 1998, the Partnership distributed  approximately  $1,431,000 from operations
(approximately   $1,402,000  to  the  limited   partners,   $53.69  per  limited
partnership unit),  approximately $2,401,000 from proceeds from the 1994 sale of
Lakewood  Village  Mobile  Home Park  (approximately  $2,353,000  to the limited
partners,  $90.12 per limited  partnership  unit), and approximately  $1,549,000
from refinancing  proceeds  (approximately  $1,518,000 to the limited  partners,
$58.14 per limited  partnership unit).  Future cash distributions will depend on
the levels of net cash  generated  from  operations,  the  availability  of cash
reserves and the timing of debt maturities, refinancings, and/or property sales.
The Partnership's  distribution  policy is reviewed on a quarterly basis.  There
can be no assurance,  however,  that the  Partnership  will generate  sufficient
funds  from  operations,  after  required  capital  expenditures,  to permit any
distributions to its partners in 2000 or subsequent periods.

Several tender offers were made by various parties,  including affiliates of the
Managing General Partner,  during the years ended December 31, 1999 and 1998. As
a result of these and prior tender offers,  AIMCO and its  affiliates  currently
own 8,832 units of limited  partnership  units in the  Partnership  representing
approximately  33.83% of the outstanding units. It is possible that AIMCO or its
affiliates will make one or more additional offers to acquire additional limited
partnership  interests in the  Partnership  for cash or in exchange for units in
the operating partnership of AIMCO. Under the Partnership Agreement, unitholders
holding a majority of the Units are  entitled  to take action with  respect to a
variety of matters.  When voting on matters,  AIMCO would in all likelihood vote
the Units it  acquired in a manner  favorable  to the  interest of the  Managing
General Partner because of their affiliation with the Managing General Partner.

Year 2000 Compliance

General Description

The Year 2000 issue is the result of computer  programs  being written using two
digits rather than four digits to define the applicable year. The Partnership is
dependent  upon the Managing  General  Partner and its affiliates for management
and  administrative  services  ("Managing  Agent").  Any of the Managing Agent's
computer programs or hardware that had date-sensitive software or embedded chips
might have  recognized  a date using "00" as the year 1900  rather than the year
2000.  This could have resulted in a system failure or  miscalculations  causing
disruptions of operations,  including, among other things, a temporary inability
to process  transactions,  send invoices,  or engage in similar normal  business
activities.

Computer Hardware, Software and Operating Equipment

In 1999,  the Managing  Agent  completed  all phases of its Year 2000 program by
completing  the  replacement  and repair of any  hardware or software  system or
operating  equipment that was not yet Year 2000 compliant.  The Managing Agent's
hardware  and software  systems and its  operating  equipment  are now Year 2000
compliant.  To date, no material  failure or erroneous  results have occurred in
the Managing Agent's computer  applications  related to the failure to reference
the Year 2000.

Third Parties

To  date,  the  Managing  Agent  is not  aware of any  significant  supplier  or
subcontractor  (external agent) or financial institution of the Partnership that
has a Year 2000 issue that  would  have a material  impact on the  Partnership's
results of operations,  liquidity or capital  resources.  However,  the Managing
Agent  has no means of  ensuring  or  determining  the Year 2000  compliance  of
external  agents.  At this time, the Managing Agent does not believe that a Year
2000 issue of any  non-compliant  external agent will have a material  impact on
the Partnership's financial position or results of operations.

Costs

The total cost of the Managing Agent's Year 2000 project was approximately  $3.2
million and was funded from operating cash flows.

Risks Associated with the Year 2000

The Managing  Agent  completed all necessary  phases of its Year 2000 program in
1999,  and did not  experience  system or  equipment  malfunctions  related to a
failure to reference the Year 2000. The Managing  Agent or Partnership  have not
been  materially  adversely  effected by  disruptions  in the economy  generally
resulting from the Year 2000 issue.

At this  time,  the  Managing  Agent  does not  believe  that the  Partnership's
businesses,  results of  operations  or financial  condition  will be materially
adversely effected by the Year 2000 issue.

Contingency Plans Associated with the Year 2000

The  Managing  Agent has not had to implement  contingency  plans such as manual
workarounds or selecting new relationships for its banking or elevator operation
activities in order to avoid the Year 2000 issue.


<PAGE>


Item 7.     Financial Statements

FOX STRATEGIC HOUSING INCOME PARTNERS

LIST OF FINANCIAL STATEMENTS

      Report of Ernst & Young LLP, Independent Auditors

      Consolidated Balance Sheet - December 31, 1999

      Consolidated Statements of Operations - Years ended December 31, 1999 and
      1998

      Consolidated  Statements of Changes in Partners' (Deficit) Capital - Years
      ended December 31, 1999 and 1998

      Consolidated Statements of Cash Flows - Years ended December 31, 1999 and
      1998

      Notes to Consolidated Financial Statements


<PAGE>







                 Report of Ernst & Young LLP, Independent Auditors

The Partners

Fox Strategic Housing Income Partners

We have audited the  accompanying  consolidated  balance  sheet of Fox Strategic
Housing Income  Partners as of December 31, 1999,  and the related  consolidated
statements of operations,  changes in partners' (deficit) capital and cash flows
for each of the two years in the period ended December 31, 1999. These financial
statements  are  the  responsibility  of  the  Partnership's   management.   Our
responsibility  is to express an opinion on these financial  statements based on
our audits.

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

In our opinion,  the financial  statements  referred to above present fairly, in
all material  respects,  the  consolidated  financial  position of Fox Strategic
Housing Income  Partners at December 31, 1999, and the  consolidated  results of
its  operations and its cash flows for each of the two years in the period ended
December 31, 1999, in conformity with accounting  principles  generally accepted
in the United States.

As discussed in Note J to the consolidated financial statements, the Partnership
changed its method of accounting to capitalize the cost of exterior painting and
major landscaping effective January 1, 1999.

                                                           /s/ ERNST & YOUNG LLP



Greenville, South Carolina
February 25, 2000


<PAGE>





                      FOX STRATEGIC HOUSING INCOME PARTNERS

                           CONSOLIDATED BALANCE SHEET
                       (in thousands, except unit data)

                                December 31, 1999

<TABLE>
<CAPTION>

Assets
<S>                                                         <C>           <C>

   Cash and cash equivalents                                               $    987
   Receivables and deposits                                                     110
   Restricted escrows                                                            95
   Other assets                                                                 256
   Investment properties (Notes C and F):
       Land                                                  $  3,119
       Buildings and related personal property                 18,695
                                                               21,814
       Less accumulated depreciation                           (7,707)       14,107
                                                                           $ 15,555

Liabilities and Partners' (Deficit) Capital
Liabilities

   Accounts payable                                                        $     90
   Tenant security deposit liabilities                                           43
   Accrued property taxes                                                       175
   Due to general partner                                                       217
   Other liabilities                                                            132
   Mortgage notes payable (Note C)                                           10,347

Partners' (Deficit) Capital

   General partner                                             $ (304)
   Limited partners (26,111 units issued and
      outstanding)                                              4,855         4,551
                                                                           $ 15,555
</TABLE>

           See Accompanying Notes to Consolidated Financial Statements


<PAGE>



                      FOX STRATEGIC HOUSING INCOME PARTNERS

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


                                                              Years Ended
                                                              December 31,
                                                          1999          1998
 Revenues:
   Rental income                                         $ 2,890      $ 2,957
   Other income                                              183          346
       Total revenues                                      3,073        3,303

Expenses:
   Operating                                                 978        1,012
   General and administrative                                402          308
   Depreciation                                              654          637
   Interest                                                  714          884
   Property taxes                                            291          258
       Total expenses                                      3,039        3,099

Net income (Note D)                                       $   34      $   204

Net income allocated to general partner                   $    7      $    41

Net income allocated limited partners                         27          163

                                                         $    34      $   204

Net income per limited partnership unit                  $  1.03      $  6.24

Distributions per limited partnership unit               $ 69.82      $201.95


           See Accompanying Notes to Consolidated Financial Statements


<PAGE>


                      FOX STRATEGIC HOUSING INCOME PARTNERS

          CONSOLIDATED STATEMENT OF CHANGES IN PARTNERS' (DEFICIT) CAPITAL
                          (in thousands, except unit data)


<TABLE>
<CAPTION>

                                        Limited
                                       Partnership    General     Limited
                                          Units       Partner    Partners     Total

<S>                                      <C>           <C>        <C>       <C>

Original capital contributions            26,111       $   --     $26,111    $26,111

Partners' (deficit) capital at
  December 31, 1997                       26,111       $ (207)    $11,761    $11,554

Distributions to partners                     --         (108)     (5,273)    (5,381)

Net income for the year ended
  December 31, 1998                           --           41         163        204

Partners' (deficit) capital at
  December 31, 1998                       26,111         (274)      6,651      6,377

Distributions to partners                     --          (37)     (1,823)    (1,860)

Net income for the year ended
  December 31, 1999                           --            7          27         34

Partners' (deficit) capital at
  December 31, 1999                       26,111      $ (304)     $ 4,855    $ 4,551

</TABLE>

           See Accompanying Notes to Consolidated Financial Statements


<PAGE>


                      FOX STRATEGIC HOUSING INCOME PARTNERS

                      CONSOLDIATED STATEMENTS OF CASH FLOWS
                                   (in thousands)

<TABLE>
<CAPTION>
                                                                     Years Ended
                                                                    December 31,

                                                                 1999         1998
<S>                                                           <C>          <C>

Cash flows from operating activities:

   Net income                                                 $    34      $   204
   Adjustments to reconcile net income to net cash
     provided by operating activities:
     Depreciation                                                 654          637
     Amortization of loan costs                                    21           44
     Change in accounts:
      Receivables and deposits                                    200         (204)
      Other assets                                                  4          (13)
      Accounts payable                                              4          (23)
      Tenant security deposit liabilities                          (1)          (5)
      Accrued property taxes                                        4           --
      Accrued interest payable                                     --          578
      Due to general partner                                      145           72
      Other liabilities                                            21            3

         Net cash provided by operating activities              1,086        1,293

Cash flows from investing activities:

   Property improvements and replacements                        (280)        (101)
   Net withdrawals from (deposits to) restricted escrows           30         (125)

         Net cash used in investing activities                   (250)        (226)

Cash flows from financing activities:

   Proceeds from mortgage notes payable                            --       10,500
   Repayment of mortgage note payable                              --       (8,712)
   Payments on mortgage notes payable                            (116)         (37)
   Loan costs paid                                                 --         (278)
   Distributions to partners                                   (1,860)      (5,381)

         Net cash used in financing activities                 (1,976)      (3,908)

Net decrease in cash and cash equivalents                      (1,140)      (2,841)
Cash and cash equivalents at beginning of period                2,127        4,968
Cash and cash equivalents at end of period                    $   987      $ 2,127

Supplemental disclosure of cash flow information:
   Cash paid for interest                                     $   693      $   261

Supplemental disclosure of non-cash investing and
   financing activities:
     Accrued interest added to note payable                   $    --      $   876

      Property improvements and replacements included in
        accounts payable                                      $    69      $    --
</TABLE>


           See Accompanying Notes to Consolidated Financial Statements


<PAGE>

                      FOX STRATEGIC HOUSING INCOME PARTNERS

                     Notes To Consolidated Financial Statements

                                December 31, 1999

Note A - Organization and Significant Accounting Policies

Organization:  Fox  Strategic  Housing  Income  Partners (the  "Partnership"  or
"Registrant") is a limited partnership  organized under the laws of the State of
California  to operate and hold  income-producing  properties.  The  Partnership
currently owns two apartment buildings, one located in Atlanta, Georgia, and one
located in Westlake,  Ohio. Fox Partners VIII, a California general partnership,
is the general partner of the Partnership.  The general partners of Fox Partners
VIII are Fox Capital  Management  Corporation  ("FCMC" or the "Managing  General
Partner"),  a  California  corporation,  and Fox  Realty  Investors  ("FRI"),  a
California  general  partnership.  The Managing General Partner and the managing
general partner of FRI are  subsidiaries of Apartment  Investment and Management
Company  ("AIMCO")  (see "Note B -  Transfer  of  Control").  The  director  and
officers of the Managing  General  Partner  also serve as executive  officers of
AIMCO. The Partnership  Agreement  provides that the Partnership is to terminate
on December 31, 2025 unless  terminated  earlier in accordance with the terms of
the Partnership  Agreement.  The Partnership was organized in 1984 and commenced
operations in 1987. The capital  contributions of $26,111,000  ($1,000 per unit)
were  made by the  limited  partners  including  one  limited  partnership  unit
purchased by an affiliate of FCMC.

Consolidation:  The consolidated  financial statements include the statements of
the Partnership  and Westlake East  Associates,  L.P., a limited  partnership in
which the partnership owns a 99% interest. The general partner may be removed by
the  Registrant;  therefore,  the  consolidated  partnership  is controlled  and
consolidated by the Registrant.  All significant  interpartnership  transactions
and balances have been eliminated.

Allocations to Partners:  Net income, net loss, and distributions of cash of the
Partnership  are allocated  between  general and limited  partners in accordance
with the provisions of the Partnership Agreement.

In accordance with the Partnership Agreement,  the Partnership's net losses were
allocated  100% to the  general  partner  until the  cumulative  loss  allocated
equaled  cumulative  income  allocated  to the  general  partner  subsequent  to
December 31, 1991.  This level was reached in 1996;  thereafter,  the net losses
have been  allocated 100% to the limited  partners until their capital  accounts
are zero. For the years ended December 31, 1999 and 1998, the  Partnership's net
income has been allocated 20% to the general partner until cumulative  income is
equal to  2.0408% of the total  Original  Invested  Capital.  In  addition,  two
percent of cash distributions are allocated to the general partner.

Fair Value of Financial Instruments: Statement of Financial Accounting Standards
("SFAS") No. 107,  "Disclosures about Fair Value of Financial  Instruments",  as
amended by SFAS No. 119, "Disclosures about Derivative Financial Instruments and
Fair  Value  of  Financial  Instruments",  requires  disclosure  of  fair  value
information  about  financial  instruments,  whether  or not  recognized  in the
balance sheet, for which it is practicable to estimate fair value. Fair value is
defined in the SFAS as the amount at which the instruments could be exchanged in
a  current  transaction  between  willing  parties,  other  than in a forced  or
liquidation  sale.  The  Partnership  believes  that the carrying  amount of its
financial  instruments (except for long term debt) approximates their fair value
due to the short  term  maturity  of these  instruments.  The fair  value of the
Partnership's  long term debt, after  discounting the scheduled loan payments to
maturity, approximates its carrying balance.

Investment Properties:  Investment properties consist of two apartment complexes
and are  stated  at cost.  Acquisition  fees are  capitalized  as a cost of real
estate.  In  accordance  with SFAS No. 121,  "Accounting  for the  Impairment of
Long-Lived  Assets and for Long-Lived Assets to be Disposed Of", the Partnership
records  impairment  losses on long-lived  assets used in operations when events
and   circumstances   indicate  that  the  assets  might  be  impaired  and  the
undiscounted  cash flows estimated to be generated by those assets are less than
the carrying  amounts of those assets.  No  adjustments  for impairment of value
were recorded in the years ended December 31, 1999 or 1998.

Depreciation:  Depreciation  is  provided by the  straight-line  method over the
estimated lives of the investment properties and related personal property.  For
Federal income tax purposes,  the  accelerated  cost recovery method is used (1)
for real property over 18 years for additions  after March 15, 1984,  and before
May 9, 1985, and 19 years for additions  after May 8, 1985 and before January 1,
1987, and (2) for personal  property over 5 years for additions prior to January
1, 1987. As a result of the Tax Reform Act of 1986, for additions after December
31, 1986, the alternative  depreciation  system is used for  depreciation of (1)
real property over 40 years and (2) personal property additions over 5-20 years.

Effective  January 1, 1999, the Partnership  changed its method of accounting to
capitalize the cost of exterior painting and major landscaping ("Note J").

Cash and Cash  Equivalents:  Includes cash on hand and in banks and money market
accounts.  At certain  times,  the amount of cash deposited at a bank may exceed
the limit on insured deposits.

Leases: The Partnership  generally leases apartment units for twelve-month terms
or less. The Partnership recognizes income as earned on its leases. In addition,
the Managing  General  Partner's  policy is to offer rental  concessions  during
particularly  slow months or in response to heavy competition from other similar
complexes  in the  area.  Concessions  are  charged  against  rental  income  as
incurred.

Loan Costs: Loan costs of approximately $278,000, less accumulated  amortization
of approximately  $42,000,  are included in other assets and are being amortized
on a straight-line basis over the lives of the loans.

Tenant  Security  Deposits:  The  Partnership  requires  security  deposits from
lessees  for the  duration  of the  lease  and such  deposits  are  included  in
receivables  and  deposits.  The security  deposits are refunded when the tenant
vacates,  provided  the tenant has not  damaged  the space and is current on its
rental payments.

Restricted  Escrows:  In conjunction with the refinancing of both the Barrington
Place and Wood View  Apartments  mortgage notes payable in 1998, the Partnership
established "Capital Improvement" escrows for certain capital  improvements.  At
December  31,  1999,  the balance in the account was  approximately  $95,000 for
Barrington Place. Wood View Apartments  completed all the required  improvements
during 1999 and withdrew its reserve funds.

Segment Reporting: SFAS No. 131, "Disclosure about Segments of an Enterprise and
Related  Information"  established  standards  for the way that public  business
enterprises  report  information  about operating  segments in annual  financial
statements and requires that those enterprises report selected information about
operating segments in interim financial reports.  It also establishes  standards
for related disclosures about products and services, geographic areas, and major
customers. See "Note H" for required disclosure.

Advertising:  The  Partnership  expenses the costs of  advertising  as incurred.
Advertising  costs of  approximately  $54,000  and  $57,000  for the years ended
December 31, 1999 and 1998,  respectively,  were charged to operating expense as
incurred.

Uses of Estimates:  The  preparation of financial  statements in conformity with
generally accepted  accounting  principles requires management to make estimates
and assumptions that affect the amounts reported in the financial statements and
accompanying notes. Actual results could differ from those estimates.

Note B - Transfer of Control

Pursuant  to a series  of  transactions  which  closed  on  October  1, 1998 and
February 26, 1999,  Insignia Financial Group, Inc. and Insignia Properties Trust
merged into AIMCO, a publicly traded real estate  investment  trust,  with AIMCO
being the surviving  corporation  (the "Insignia  Merger").  As a result,  AIMCO
acquired 100% ownership  interest in the Managing General Partner.  The Managing
General  Partner does not believe that this  transaction  has had or will have a
material effect on the affairs and operations of the Partnership.


<PAGE>



Note C - Mortgage Notes Payable

The principle terms of mortgage notes payable are as follows:

<TABLE>
<CAPTION>

                          Principal     Monthly                           Principal
                         Balance At     Payment    Stated                  Balance
                        December 31,   Including  Interest    Maturity     Due At
       Property             1999       Interest     Rate        Date      Maturity
                             (in thousands)                             (in thousands)
<S>                       <C>           <C>        <C>       <C>          <C>

Barrington Place           $ 4,829       $ 31       6.65%     08/01/08     $ 4,178
Wood View                    5,518         36       6.64%     08/01/08       4,774

Totals                     $10,347        $ 67                             $ 8,952

</TABLE>

Prior to July 30, 1998, the Partnership's  properties were  cross-collateralized
by a zero coupon  first  mortgage  which  secured the entire  amount of the note
payable. Interest accrued on the amount borrowed at a contract rate of 10.9% per
annum,  with the accrued  interest  added to principal each January and July. On
July 30, 1998, the Partnership  refinanced this  indebtedness  with new mortgage
loans on each of the  properties.  As a  result,  the  properties  are no longer
cross-collateralized.  The  new  loan on the  Wood  View  Apartments  was in the
original  principal amount of $5,600,000,  bears interest at a rate of 6.64% per
annum and requires monthly debt service payments of approximately  $36,000.  The
new  mortgage  encumbering  Barrington  Place  Apartments  was in  the  original
principal  amount of $4,900,000,  bears interest at a rate of 6.65% and requires
monthly debt service  payments of  approximately  $31,000.  Both mortgage  loans
mature on August 1,  2008,  at which  time  balloon  payments  will be due.  The
Partnership  received  net proceeds  from these  refinancings  in the  aggregate
amount of approximately $1,549,000. In addition, the Partnership was required to
establish  escrows  with  the  lender  for  tax  and  insurance  costs,  capital
improvements and repairs.

The  mortgage  notes  payable are  nonrecourse  and are secured by pledge of the
Partnership's  rental  properties  and by pledge of reserves from the respective
rental  properties.  The notes require  prepayment  penalties if repaid prior to
maturity.   Further,  the  properties  may  not  be  sold  subject  to  existing
indebtedness.

Scheduled  principal  payments  of the  mortgage  notes  payable  subsequent  to
December 31, 1999 are as follows (in thousands):

                               2000        $   125
                               2001            133
                               2002            142
                               2003            152
                               2004            163
                            Thereafter       9,632

                                           $10,347


<PAGE>



Note D - Income Taxes

The  Partnership is classified as a Partnership for Federal income tax purposes.
Accordingly, no provision for income taxes is made in the consolidated financial
statements of the  Partnership.  Taxable  income or loss of the  Partnership  is
reported in the income tax returns of its partners.

The following is a reconciliation  of net income as reported in the consolidated
financial statements and Federal taxable income allocated to the partners in the
Partnership's  information return for the years ended December 31, 1999 and 1998
(in thousands, except unit data):

                                                       1999          1998

                     Net income as reported          $    34     $    204
                     Add (deduct):
                       Depreciation differences          (65)         (52)
                       Other                              95          142

                     Federal taxable income          $    64     $    294

                     Federal taxable income per
                       limited partnership unit      $  2.40     $  11.03

The following is a reconciliation between the Partnership's reported amounts and
Federal tax basis of net assets (in thousands):

Net assets as reported                             $ 4,551
  Land and buildings                                   157
  Accumulated depreciation                            (580)
  Syndication and distribution costs                   757
  Other                                                245
 Net assets - Federal tax basis                    $ 5,130


<PAGE>



Note E - Transactions with Affiliated Parties

The  Partnership  has no employees  and is  dependent  on the  Managing  General
Partner  and  its  affiliates  for  the  management  and  administration  of all
partnership activities.  The Partnership Agreement provides for certain payments
to affiliates for services and as reimbursement of certain expenses  incurred by
affiliates on behalf of the  Partnership.  The following  transactions  with the
Managing  General  Partner and/or its affiliates  were incurred during the years
ended December 31, 1999 and 1998:

                                                   1999        1998
                                                    (in thousands)
Property management fees (included in
  operating expense)                              $ 154        $ 158

Reimbursement for services of affiliates
   (included in operating, general and
   administrative expenses, and investment
   properties)                                       56           61

Partnership management fee (included in
   general and administrative expense)              149          115

During the years ended  December 31, 1999 and 1998,  affiliates  of the Managing
General  Partner were  entitled to receive 5% of gross  receipts from all of the
Partnership's  properties  as  compensation  for providing  property  management
services.  The Partnership  paid to such affiliates  approximately  $154,000 and
$158,000 for the years ended December 31, 1999 and 1998, respectively.

Affiliates of the Managing General Partner received reimbursement of accountable
administrative  expenses amounting to approximately  $56,000 and $61,000 for the
years ended December 31, 1999 and 1998, respectively.

In  addition,  the  Managing  General  Partner  earned  $149,000 and $115,000 in
Partnership  Management fees on distributions from operations for 1999 and 1998,
respectively,  of which $93,000 and $72,000,  respectively,  are subordinated to
the Limited Partner's annual receipt of 8% of Adjusted  Investment  Capital,  as
defined in the Partnership Agreement.

Several tender offers were made by various parties,  including affiliates of the
Managing General Partner,  during the years ended December 31, 1999 and 1998. As
a result of these and prior tender offers,  AIMCO and its  affiliates  currently
own 8,832 units of limited  partnership  units in the  Partnership  representing
33.83% of the  outstanding  units.  It is possible that AIMCO or its  affiliates
will  make  one  or  more  additional  offers  to  acquire   additional  limited
partnership  interests in the  Partnership  for cash or in exchange for units in
the operating partnership of AIMCO. Under the Partnership Agreement, unitholders
holding a majority of the Units are  entitled  to take action with  respect to a
variety of matters.  When voting on matters,  AIMCO would in all likelihood vote
the Units it  acquired in a manner  favorable  to the  interest of the  Managing
General Partner because of their affiliation with the Managing General Partner.


<PAGE>



Note F - Real Estate and Accumulated Depreciation

                                                     Initial Cost
                                                    To Partnership
                                                    (in thousands)

<TABLE>
<CAPTION>
                                                             Buildings           Cost
                                                            and Related      Capitalized
                                                              Personal      Subsequent to
        Description            Encumbrances       Land        Property       Acquisition
                              (in thousands)                                (in thousands)

<S>                            <C>             <C>           <C>              <C>

Barrington Place                $ 4,829         $ 1,152       $10,180          $   381
Wood View Apartments              5,518           1,981         7,366              754

Totals                          $10,347         $ 3,133       $17,546          $ 1,135

</TABLE>

<TABLE>
<CAPTION>

                     Gross Amount At Which
                            Carried
                      At December 31, 1999
                      --------------------
                         (in thousands)

                           Buildings
                          And Related
                            Personal          Accumulated     Year of       Date    Depreciable
   Description      Land    Property   Total  Depreciation  Construction  Acquired  Life-Years
                                             (in thousands)
<S>               <C>      <C>       <C>       <C>            <C>         <C>          <C>

Barrington Place   $ 1,138  $10,575   $11,713   $ 4,257        1989        07/89       5-30
Wood View            1,981    8,120    10,101     3,450        1982        09/87       5-30

     Totals        $ 3,119  $18,695   $21,814   $ 7,707

</TABLE>

Reconciliation of "Real Estate and Accumulated Depreciation" (in thousands):

                                              Years Ended December 31,
                                                 1999          1998
Real Estate

Balance at beginning of year                    $21,465       $21,364
    Property improvements                           349           101
Balance at end of year                          $21,814       $21,465

Accumulated Depreciation

Balance at beginning of year                    $ 7,053       $ 6,416
    Additions charged to expense                    654           637
Balance at end of year                          $ 7,707       $ 7,053

The  aggregate  cost of the real  estate  for  Federal  income tax  purposes  at
December  31,  1999 and 1998,  is  approximately  $21,971,000  and  $21,614,000,
respectively. The accumulated depreciation taken for Federal income tax purposes
at December  31, 1999 and 1998,  is  approximately  $8,287,000  and  $7,569,000,
respectively.

Note G - Distributions

During the year ended December 31, 1999, the Partnership  distributed  cash from
operations of approximately $1,860,000  (approximately $1,823,000 to the limited
partners,  $69.82 per limited  partnership unit). During the year ended December
31, 1998, the Partnership distributed  approximately  $1,431,000 from operations
(approximately   $1,402,000  to  the  limited   partners,   $53.69  per  limited
partnership unit),  approximately $2,401,000 from proceeds from the 1994 sale of
Lakewood  Village  Mobile  Home Park  (approximately  $2,353,000  to the limited
partners,  $90.12 per limited  partnership  unit), and approximately  $1,549,000
from refinancing  proceeds  (approximately  $1,518,000 to the limited  partners,
$58.14 per limited partnership unit).


<PAGE>



Note H - Segment Information

Description  of the types of products  and  services  from which the  reportable
segment derives its revenues:

The  Partnership  has  one  reportable  segment:   residential  properties.  The
Partnership's  residential  property segment consists of two apartment complexes
located in Ohio and Georgia.  The  Partnership  rents apartment units to tenants
for terms that are typically twelve months or less.

Measurement of segment profit or loss:

The  Partnership  evaluates  performance  based on segment  profit (loss) before
depreciation.  The accounting policies of the reportable segment are the same as
those described in the summary of significant accounting policies.

Factors management used to identify the enterprise's reportable segment:

The  Partnership's  reportable  segment  consists of investment  properties that
offer similar products and services.  Although each of the investment properties
is  managed  separately,  they have been  aggregated  into one  segment  as they
provide services with similar types of products and customers.

Segment  information  for the years 1999 and 1998 is shown in the tables  below.
The "Other" column includes Partnership  administration related items and income
and expense not allocated to the reportable segment.

                 1999                   Residential    Other     Totals
                 ----                   -----------    -----     ------
                                                 (in thousands)

Rental income                             $ 2,890      $ --     $ 2,890
Other income                                  176          7        183
Interest expense                              714         --        714
Depreciation                                  654         --        654
General and administrative expense             --        402        402
Segment profit (loss)                         429       (395)        34
Total assets                               15,454        101     15,555
Capital expenditures for investment
  properties                                  349         --        349


                     1998                   Residential    Other  Totals
                     ----                   -----------    -----  ------
                                                     (in thousands)

Rental income                             $ 2,957      $ --     $ 2,957
Other income                                  218        128        346
Interest expense                              884         --        884
Depreciation                                  637         --        637
General and administrative expense             --        308        308
Segment profit (loss)                         384       (180)       204
Total assets                               17,143        112     17,255
Capital expenditures for investment
  properties                                  101         --        101

Note I - Legal Proceedings

In March 1998, several putative unit holders of limited partnership units of the
Partnership  commenced an action  entitled  Rosalie  Nuanes,  et al. v. Insignia
Financial  Group,  Inc., et al. in the Superior Court of the State of California
for the County of San Mateo. The plaintiffs  named as defendants,  among others,
the  Partnership,  the Managing  General Partner and several of their affiliated
partnerships  and corporate  entities.  The action  purports to assert claims on
behalf of a class of limited  partners and derivatively on behalf of a number of
limited  partnerships  (including  the  Partnership)  which are named as nominal
defendants,  challenging  the  acquisition  by Insignia  Financial  Group,  Inc.
("Insignia")  and  entities  which  were,  at one time,  affiliates  of Insignia
("Insignia  Affiliates") of interests in certain general partner entities,  past
tender offers by Insignia  Affiliates to acquire limited  partnership units, the
management of partnerships  by Insignia  Affiliates and the Insignia Merger (see
"Note B - Transfer  of  Control").  The  plaintiffs  seek  monetary  damages and
equitable relief, including judicial dissolution of the Partnership. On June 25,
1998,  the General  Partner filed a motion seeking  dismissal of the action.  In
lieu  of  responding  to the  motion,  the  plaintiffs  have  filed  an  amended
complaint. The Managing General Partner filed demurrers to the amended complaint
which were heard February 1999. Pending the ruling on such demurrers, settlement
negotiations  commenced.  On November 2, 1999, the parties  executed and filed a
Stipulation of Settlement settling claims,  subject to final court approval,  on
behalf of the Partnership and all limited  partners who own units as of November
3, 1999. Preliminary approval of the settlement was obtained on November 3, 1999
from the  Superior  Court of the State of  California,  County of San Mateo,  at
which time the Court set a final approval  hearing for December 10, 1999.  Prior
to the December 10, 1999 hearing the Court  received  various  objections to the
settlement, including a challenge to the Court's preliminary approval based upon
the  alleged  lack of  authority  of class  plaintiffs'  counsel  to  enter  the
settlement.  On  December  14,  1999,  the  Managing  General  Partner  and  its
affiliates  terminated the proposed settlement.  Certain plaintiffs have filed a
motion to disqualify some of the plaintiffs' counsel in the action. The Managing
General Partner does not anticipate that costs associated with this case will be
material to the Partnership's overall operations.

The  Partnership is unaware of any other pending or outstanding  litigation that
is not of a routine nature arising in the ordinary course of business.

Note J - Change in Accounting Principle

Effective  January 1, 1999, the Partnership  changed its method of accounting to
capitalize the cost of exterior  painting and major landscaping on a prospective
basis.  The  Partnership  believes  that  this  accounting  principle  change is
preferable  because it provides a better  matching of expenses  with the related
benefit of the expenditures and it is consistent with industry  practice and the
policies of the Managing General  Partner.  The effect of the change in 1999 was
to increase net income by  approximately  $26,000 ($.80 per limited  partnership
unit). The cumulative effect, had this change been applied to prior periods,  is
not material.  The accounting  principle  change will not have an effect on cash
flow,  funds available for  distribution or fees payable to the Managing General
Partner and affiliates.


<PAGE>



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

         None.


<PAGE>



                                    PART III

Item 9.     Directors  and  Executive  Officers,  Promoters and Control Persons,
            Compliance with Section 16(a) of the Exchange Act

The general partner of Fox Strategic Housing Income Partners (the  "Partnership"
or the  "Registrant") is Fox Partners VIII. The general partners of Fox Partners
VIII are Fox Capital  Management  Corporation  ("FCMC" or the "Managing  General
Partner") and Fox Realty  Investors  ("FRI").  The names and ages of, as well as
the position and offices held by, the present  executive  officers and directors
of the  Managing  General  Partner  are set  forth  below.  There  are no family
relationships between or among any officers or directors.

Name                        Age    Position

Patrick J. Foye              42    Executive Vice President and Director

Martha L. Long               40    Senior Vice President and Controller

Patrick J. Foye has been  Executive  Vice President and Director of the Managing
General  Partner  since October 1, 1998.  Mr. Foye has served as Executive  Vice
President  of AIMCO  since May 1998.  Prior to  joining  AIMCO,  Mr.  Foye was a
partner in the law firm of Skadden, Arps, Slate, Meagher & Flom LLP from 1989 to
1998 and was  Managing  Partner  of the  firm's  Brussels,  Budapest  and Moscow
offices from 1992  through  1994.  Mr. Foye is also Deputy  Chairman of the Long
Island  Power   Authority  and  serves  as  a  member  of  the  New  York  State
Privatization  Council.  He received a B.A. from Fordham College and a J.D. from
Fordham University Law School.

Martha L. Long has been Senior Vice  President  and  Controller  of the Managing
General  Partner and AIMCO since October 1998, as a result of the acquisition of
Insignia  Financial  Group,  Inc. From June 1994 until January 1997, she was the
Controller for Insignia, and was promoted to Senior Vice President - Finance and
Controller in January 1997,  retaining that title until October 1998.  From 1988
to June 1994,  Ms. Long was Senior Vice  President and  Controller for The First
Savings Bank, FSB in Greenville, South Carolina.

Based solely upon a review of Forms 3 and 4 and amendments  thereto furnished to
the Registrant  under Rule 16a-3(e) during the  Registrant's  most recent fiscal
year and Forms 5 and amendments thereto furnished to the Registrant with respect
to its most recent  fiscal year,  the  Registrant  is not aware of any director,
officer,  beneficial  owner of more than ten  percent  of the  units of  limited
partnership interest in the Registrant that failed to file on a timely basis, as
disclosed in the above Forms,  reports required by section 16(a) of the Exchange
Act during the most recent  fiscal year or prior fiscal years except as follows:
AIMCO and its joint  filers  failed to timely file a Form 4 with  respect to its
acquisition of Units.

Item 10. Executive Compensation

None of the directors and officers of the Managing  General Partner received any
remuneration from the Registrant.


<PAGE>



Item 11. Security Ownership of Certain Beneficial Owners and Management

Except as noted below, no person or entity was known by the Registrant to be the
beneficial  owner  of  more  than 5% of the  Limited  Partnership  Units  of the
Registrant as of December 31, 1999.

Entity                                   Number of Units     Percentage

IPLP Acquisition I LLC ("IPLP LLC")
   (an affiliate of AIMCO)                    3,919            15.01%
Insignia Properties LP ("IPLP")
   (an affiliate of AIMCO)                      213              .82%
AIMCO Properties LP
   (an affiliate of AIMCO)                    4,700            18.00%

IPLP LLC and IPLP are  indirectly  ultimately  owned by  AIMCO.  Their  business
address  is 55 Beattie  Place,  Greenville,  SC 29602.  AIMCO  Properties  LP is
indirectly  ultimately  controlled by AIMCO.  Its business address is 2000 South
Colorado Blvd., Denver, Colorado 80222.

No  director or officer of FCMC owns any Units of the  Partnership  of record or
beneficially.

Item 12. Certain Relationships and Related Transactions

The  Partnership  has no employees  and is  dependent  on the  Managing  General
Partner  and  its  affiliates  for  the  management  and  administration  of all
partnership activities.  The Partnership Agreement provides for certain payments
to affiliates for services and as reimbursement of certain expenses  incurred by
affiliates on behalf of the  Partnership.  The following  transactions  with the
Managing  General  Partner and/or its affiliates  were incurred during the years
ended December 31, 1999 and 1998:

                                                   1999        1998
                                                    (in thousands)

Property management fees                          $ 154        $ 158
Reimbursement for services of affiliates             56           61
Partnership management fee                          149          115

During the years ended  December 31, 1999 and 1998,  affiliates  of the Managing
General  Partner were  entitled to receive 5% of gross  receipts from all of the
Partnership's  properties  as  compensation  for providing  property  management
services.  The Partnership  paid to such affiliates  approximately  $154,000 and
$158,000 for the years ended December 31, 1999 and 1998, respectively.

Affiliates of the Managing General Partner received reimbursement of accountable
administrative  expenses amounting to approximately  $56,000 and $61,000 for the
years ended December 31, 1999 and 1998, respectively.

In  addition,  the  Managing  General  Partner  earned  $149,000 and $115,000 in
Partnership  Management fees on distributions from operations for 1999 and 1998,
respectively,  of which $93,000 and $72,000,  respectively,  are subordinated to
the Limited  Partner's annual report of 8% of Adjusted  Investment  Capital,  as
defined in the Partnership Agreement.

Several tender offers were made by various parties,  including affiliates of the
Managing General Partner,  during the years ended December 31, 1999 and 1998. As
a result of these and prior tender offers,  AIMCO and its  affiliates  currently
own 8,832 units of limited  partnership  units in the  Partnership  representing
approximately  33.83% of the outstanding units. It is possible that AIMCO or its
affiliates will make one or more additional offers to acquire additional limited
partnership  interests in the  Partnership  for cash or in exchange for units in
the operating partnership of AIMCO. Under the Partnership Agreement, unitholders
holding a majority of the Units are  entitled  to take action with  respect to a
variety of matters.  When voting on matters,  AIMCO would in all likelihood vote
the Units it  acquired in a manner  favorable  to the  interest of the  Managing
General Partner because of their affiliation with the Managing General Partner.


<PAGE>



Item 13.  Exhibits and Reports on Form 8-K

(a)   Exhibits:

      2.1   Agreement  and Plan of Merger  dated as of October  1, 1998,  by and
            between  AIMCO and IPT;  incorporated  by reference to  Registrant's
            Current Report on Form 8-K dated October 1, 1998.

      10.1* Repair Escrow  Agreement dated July 30, 1998,  between Fox Strategic
            Housing  Income  Partners,  a California  limited  partnership,  and
            Newport Mortgage Company, L.P., a Texas limited partnership, related
            to the refinancing of debt on Wood View Apartments.

      10.2* Replacement  Reserve  Agreement  dated July 30,  1998,  between  Fox
            Strategic Housing Income Partners, a California limited partnership,
            and Newport  Mortgage  Company,  L.P., a Texas limited  partnership,
            related to the refinancing of debt on Wood View Apartments.

      10.3* Multi-Family  Note  dated  July  30,  1998,  between  Westlake  East
            Associates Limited  Partnership,  an Ohio limited  partnership,  and
            Newport Mortgage Company, L.P., a Texas limited partnership, related
            to the refinancing of debt on Barrington Place Apartments.

      10.4* Repair Escrow  Agreement dated July 30, 1998,  between Fox Strategic
            Housing  Income  Partners,  a California  limited  partnership,  and
            Newport Mortgage Company, L.P., a Texas limited partnership, related
            to the refinancing of debt on Barrington Place Apartments.

      10.5* Replacement  Reserve  Agreement  dated July 30,  1998,  between  Fox
            Strategic Housing Income Partners, a California limited partnership,
            and Newport  Mortgage  Company,  L.P., a Texas limited  partnership,
            related to the refinancing of debt on Barrington Place Apartments.

      10.6  Multi-Family Note dated July 30, 1998, between Fox Strategic Housing
            Income  Partners,  a  California  limited  partnership,  and Newport
            Mortgage Company, L.P., a Texas limited partnership,  related to the
            refinancing of debt on Wood View Apartments,  filed as an exhibit to
            this report.

           *Filed as Exhibits 10.1 through 10.5, respectively,  to Form 10-QSB -
            Quarterly  or  Transitional  Report  filed on November  12, 1998 and
            incorporated herein by reference.

      16    Letter  dated  November  11,  1998,  from  the  Registrant's  former
            independent accountant regarding its concurrence with the statements
            made by the  Registrant  in  Current  Report  on Form  8-K  filed on
            November 16, 1998.

      18    Independent   Accountants'   Preferability   Letter  for  Change  in
            Accounting Principle, filed as an exhibit to this report.

      27    Financial Data Schedule, filed as an exhibit to this report.

(b)   Reports on Form 8-K filed in the fourth quarter of calendar year 1999:

      None.


<PAGE>



                                   SIGNATURES

In accordance  with Section 13 or 15(d) of the Exchange Act, the  Registrant has
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

                                    FOX STRATEGIC HOUSING INCOME PARTNERS
                                    (a California Limited Partnership)

                                    By:   FOX PARTNERS VIII
                                          Its General Partner

                                    By:   Fox Capital Management Corporation
                                          Its Managing General Partner

                                    By:   /s/Patrick J. Foye
                                          Patrick J. Foye
                                          Executive Vice President

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

                                    Date:


In  accordance  with the Exchange  Act, this report has been signed below by the
following  persons on behalf of the Partnership and in the capacities and on the
dates indicated.

/s/Patrick J. Foye      Executive Vice President      Date:
Patrick J. Foye         and Director



/s/Martha L. Long       Senior Vice President         Date:
Martha L. Long          and Controller


<PAGE>


                                                                      Exhibit 18

February 7, 2000


Mr. Patrick J. Foye
Executive Vice President
Fox Capital Management Corporation

Managing General Partner of Fox Strategic Housing Income Partners
55 Beattie Place

P.O. Box 1089
Greenville, South Carolina 29602

Dear Mr. Foye:

Note J of  Notes  to the  Consolidated  Financial  Statements  of Fox  Strategic
Housing Income Partners  included in its Form 10-KSB for the year ended December
31, 1999  describes a change in the method of accounting to capitalize  exterior
painting and major  landscaping,  which would have been  expensed  under the old
policy.  You have advised us that you believe that the change is to a preferable
method in your  circumstances  because it provides a better matching of expenses
with the related  benefit of the  expenditures  and is consistent  with policies
currently  being used by your  industry  and  conforms  to the  policies  of the
Managing General Partner.

There are no authoritative criteria for determining a preferable method based on
the particular circumstances; however, we conclude that the change in the method
of accounting  for exterior  painting and major  landscaping is to an acceptable
alternative  method which,  based on your business  judgment to make this change
for the reasons cited above, is preferable in your circumstances.

                                                               Very truly yours,
                                                           /s/ Ernst & Young LLP