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

                                    FORM 10-Q

(Mark One)

   X      QUARTERLY  REPORT  PURSUANT  TO  SECTION 13 OR 15(d) OF THE SECURITIES
-------   EXCHANGE ACT OF 1934

For the quarterly period ended September 25, 2004

                                       OR

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

                         Commission File Number 0-13782


                              CAMBRIDGE ADVANTAGED
                         PROPERTIES LIMITED PARTNERSHIP
                         ------------------------------
             (Exact name of registrant as specified in its charter)


            Delaware                                              13-3228969
-------------------------------                              -------------------
(State or other jurisdiction of                              (I.R.S. Employer
incorporation or organization)                               Identification No.)


625 Madison Avenue, New York, New York                                10022
----------------------------------------                         --------------
(Address of principal executive offices)                           (Zip Code)


Registrant's telephone number, including area code (212)421-5333

     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 whether the registrant is an  accelerated  filer (as
defined in Rule 12b-2 of the Exchange Act).
Yes            No     X
     -------       --------

<PAGE>

                         PART I - Financial Information

Item 1.  Financial Statements

                         CAMBRIDGE ADVANTAGED PROPERTIES
                      LIMITED PARTNERSHIP AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS
                                   (Unaudited)
<TABLE>
<CAPTION>
                                                 ============      ============
                                                 September 25,       March 25,
                                                     2004              2004
                                                 ------------      ------------
<S>                                              <C>               <C>
ASSETS
Property and equipment - less
  accumulated depreciation of
  $3,599,519 and $3,487,890,
  respectively                                   $  3,306,234      $  3,347,387
Property and equipment -
  held for sale - less accumulated
  depreciation of $1,145,456 and
  $1,145,456, respectively                          1,281,459         1,281,404
Cash and cash equivalents                             806,950           864,630
Cash - restricted for tenants'
  security deposits                                   100,944           208,827
Mortgage escrow deposits                            2,499,413         2,337,548
Prepaid expenses and other assets                     403,053           391,986
                                                 ------------      ------------

  Total assets                                   $  8,398,053      $  8,431,782
                                                 ============      ============
</TABLE>

                                       2
<PAGE>

                         CAMBRIDGE ADVANTAGED PROPERTIES
                      LIMITED PARTNERSHIP AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS
                                   (Unaudited)
                                   (continued)
<TABLE>
<CAPTION>
                                                 ============      ============
                                                 September 25,       March 25,
                                                     2004              2004
                                                 ------------      ------------
<S>                                              <C>               <C>

LIABILITIES AND PARTNERS' DEFICIT
Liabilities
  Mortgage notes payable                         $  2,571,404      $  2,664,025
  Purchase Money Notes payable
   (Note 2)                                         2,009,344         2,009,344
  Due to selling partners (Note 2)                  5,694,863         5,518,708
  Accounts payable, accrued
   expenses and other liabilities                      79,675           139,811
  Tenants' security deposits payable                   83,656            83,420
  Due to general partners of
   subsidiaries and their affiliates                   32,400            32,400
  Due to general partners and
   affiliates                                       4,975,004         4,356,934
                                                 ------------      ------------

Total liabilities                                  15,446,346        14,804,642
                                                 ------------      ------------

Minority interest                                    (124,730)         (100,375)
                                                 ------------      ------------
Commitments and contingencies
  (Note 5)
Partners' deficit:
  Limited partners                                 (6,316,803)       (5,672,236)
  General partners                                   (606,760)         (600,249)
                                                 ------------      ------------

Total partners' deficit                            (6,923,563)       (6,272,485)
                                                 ------------      ------------

Total liabilities and partners' deficit          $  8,398,053      $  8,431,782
                                                 ============      ============
</TABLE>


See accompanying notes to consolidated financial statements.


                                       3
<PAGE>


                         CAMBRIDGE ADVANTAGED PROPERTIES
                      LIMITED PARTNERSHIP AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (Unaudited)
<TABLE>
<CAPTION>
                         ==========================   ==========================
                             Three Months Ended            Six Months Ended
                                September 25,                September 25,
                         --------------------------   --------------------------
                            2004            2003         2004            2003
                         --------------------------   --------------------------
<S>                      <C>            <C>           <C>            <C>
Revenues:
Rentals, net             $   376,204    $   723,289   $   753,051    $ 1,420,450
Other                         43,721         50,831        90,971        108,247
Gain on sale
  of properties
  (Note 4)                         0      6,903,614             0      6,903,614
                         -----------    -----------   -----------    -----------
Total revenues               419,925      7,677,734       844,022      8,432,311
                         -----------    -----------   -----------    -----------

Expenses
Administrative
  and management              48,430        241,294       128,998        407,573
Administrative
  and management-
  related parties
  (Note 3)                   337,201        338,139       669,285        676,321
Operating                     69,177        113,356       143,971        269,571
Repairs and
  maintenance                 44,453        157,631       143,711        308,860
Taxes and insurance           66,133        132,198       136,975        246,800
Interest                      82,010         80,948       158,810        249,839
Depreciation                  57,333         53,672       111,629        107,344
                         -----------    -----------   -----------    -----------
Total expenses               704,737      1,117,238     1,493,379      2,266,308
                         -----------    -----------   -----------    -----------

Net (loss) income
  before minority
  interest                  (284,812)     6,560,496      (649,357)     6,166,003
Minority interest
  in (income) loss of
  subsidiaries                (1,173)       126,427        (1,721)       125,123
                         -----------    -----------   -----------    -----------
Net (loss) income        $  (285,985)   $ 6,686,923   $  (651,078)   $ 6,291,126
                         ===========    ===========   ===========    ===========

Limited Partners
  Share:

Net (loss) income        $  (283,125)   $ 6,620,054   $  (644,567)   $ 6,228,215
                         ===========    ===========   ===========    ===========

Number of units
  outstanding                 12,074         12,074        12,074         12,074
                         ===========    ===========   ===========    ===========

Net (loss) income per
  limited partner unit   $       (23)   $       548   $       (53)   $       516
                         ===========    ===========   ===========    ===========
</TABLE>


See accompanying notes to consolidated financial statements.

                                       4
<PAGE>

                         CAMBRIDGE ADVANTAGED PROPERTIES
                      LIMITED PARTNERSHIP AND SUBSIDIARIES
             CONSOLIDATED STATEMENT OF CHANGES IN PARTNERS' DEFICIT
                                   (Unaudited)
<TABLE>
<CAPTION>
                                  ==============================================
                                                    Limited           General
                                     Total          Partners          Partners
                                  ----------------------------------------------
<S>                               <C>              <C>              <C>
Balance -
  March 26, 2004                  $(6,272,485)     $(5,672,236)     $  (600,249)

Net loss                             (651,078)        (644,567)          (6,511)
                                  -----------      -----------      -----------

Balance -
  September 25, 2004              $(6,923,563)     $(6,316,803)     $  (606,760)
                                  ===========      ===========      ===========
</TABLE>


See accompanying notes to consolidated financial statements.


                                       5
<PAGE>


                         CAMBRIDGE ADVANTAGED PROPERTIES
                      LIMITED PARTNERSHIP AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
                                   (Unaudited)
<TABLE>
<CAPTION>
                                                     ===========================
                                                           Six Months Ended
                                                            September 25,
                                                     ---------------------------
                                                        2004             2003
                                                     ---------------------------
<S>                                                  <C>            <C>
Cash flows from operating activities:
Net (loss) income                                    $  (651,078)   $ 6,291,126
                                                     -----------    -----------

Adjustments to reconcile net (loss) income
  to net cash  provided by operating
  activities:
Gain on sale of properties (Note 4)                            0     (6,903,614)
Depreciation                                             111,629        107,344
Minority interest in income (loss) of
  subsidiaries                                             1,721       (125,123)
Decrease (increase) in cash-restricted
  for tenants' security deposits                         107,883         (2,636)
Decrease (increase) in mortgage escrow
  deposits                                                65,043       (143,506)
(Increase) decrease in prepaid expenses
  and other assets                                       (11,067)        43,106
Increase in due to selling partners                      176,155        255,851
(Decrease) increase in accounts payable,
  accrued expenses and other liabilities                 (60,136)         39,707
Increase in tenants' security deposits
  payable                                                    236            860
Increase in due to general partners
  and their affiliates                                   618,070        438,455
                                                     -----------    -----------
Total adjustments                                      1,009,534     (6,289,556)
                                                     -----------    -----------
Net cash provided by operating activities                358,456          1,570
                                                     -----------    -----------
</TABLE>

                                       6
<PAGE>


                         CAMBRIDGE ADVANTAGED PROPERTIES
                      LIMITED PARTNERSHIP AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
                                   (Unaudited)
                                   (continued)
<TABLE>
<CAPTION>
                                                     ===========================
                                                           Six Months Ended
                                                            September 25,
                                                     ---------------------------
                                                        2004             2003
                                                     ---------------------------
<S>                                                  <C>            <C>
Cash flows from investing activities:
Proceeds from sale of properties (Note 4)                      0         89,212
Acquisitions of property and
  equipment                                              (70,531)        (2,892)
Increase in mortgage escrow deposits                    (226,908)       (71,854)
                                                     -----------    -----------

Net cash (used in) provided by investing
  activities                                            (297,439)        14,466
                                                     -----------    -----------

Cash flows from financing activities:
Principal payments of mortgage
  notes payable                                          (92,621)      (150,870)
Decrease in capitalization of
  minority interest                                      (26,076)       (26,076)
                                                     -----------    -----------

Net cash used in financing activities                   (118,697)      (176,946)
                                                     -----------    -----------

Net decrease in cash
  and cash equivalents                                   (57,680)      (160,910)
Cash and cash equivalents -
  beginning of period                                    864,630      1,224,252
                                                     -----------    -----------
Cash and cash equivalents -
  end of period                                      $   806,950    $ 1,063,342
                                                     ===========    ===========
</TABLE>


                                       7
<PAGE>



                         CAMBRIDGE ADVANTAGED PROPERTIES
                      LIMITED PARTNERSHIP AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
                                   (Unaudited)
                                   (continued)
<TABLE>
<CAPTION>
                                                     ===========================
                                                           Six Months Ended
                                                            September 25,
                                                     ---------------------------
                                                        2004             2003
                                                     ---------------------------
<S>                                                  <C>            <C>
Summarized below are the components
   of the gain on sale of properties:
Decrease in property and equipment,
  and property and equipment-held
  for sale                                           $         0    $ 1,187,032
Decrease in cash - restricted for tenants'
  security deposits                                            0         38,778
Decrease in mortgage escrow deposits                           0        707,773
Decrease in prepaid expenses and
  other assets                                                 0         62,294
Decrease in due to selling partners                            0     (4,823,433)
Decrease in accounts payable,
  accrued expenses and other liabilities                       0       (103,793)
Decrease in tenant's security deposits
  payable                                                      0        (36,489)
Decrease in mortgage notes payable                             0     (2,155,329)
Decrease in due to general partners and
  affiliates                                                   0        (64,655)
Decrease in Purchase Money Note
  payable                                                      0     (1,626,580)
</TABLE>


See accompanying notes to consolidated financial statements.


                                       8
<PAGE>


                         CAMBRIDGE ADVANTAGED PROPERTIES
                      LIMITED PARTNERSHIP AND SUBSIDIARIES
                   Notes to Consolidated Financial Statements
                               September 25, 2004
                                   (Unaudited)


Note 1 - General

The  consolidated  financial  statements for the six months ended  September 25,
2004 and 2003 include the accounts of Cambridge  Advantaged  Properties  Limited
Partnership  (the  "Partnership")  and two  and  four  subsidiary  partnerships,
respectively    ("subsidiaries,"    "subsidiary    partnerships"    or    "Local
Partnerships"). The Partnership is a limited partner, with an ownership interest
of 98.99% in each of the  subsidiary  partnerships.  Through  the  rights of the
Partnership  and/or an  affiliate  of one of its  general  partners  (a "General
Partner"),  which affiliate has a contractual obligation to act on behalf of the
Partnership to remove the general  partner of the subsidiary  partnerships  (the
"Local General  Partner") and to approve  certain major  operating and financial
decisions,   the  Partnership  has  a  controlling  financial  interest  in  the
subsidiary  partnerships.  As of September 25, 2004,  the  Partnership  has sold
fifty-nine of its sixty-one original investments.

For  financial  reporting  purposes,   the  Partnership's  fiscal  quarter  ends
September 25. All subsidiaries  have fiscal quarters ending June 30. Accounts of
the subsidiary  partnerships  have been adjusted for  intercompany  transactions
from July 1 through  September  25. The  Partnership's  fiscal  quarter  ends on
September 25 in order to allow  adequate  time for the  subsidiaries'  financial
statements  to be  prepared  and  consolidated.  The  books and  records  of the
Partnership  are  maintained on the accrual basis of  accounting,  in accordance
with U.S. generally accepted accounting principles ("GAAP").

All   intercompany   accounts  and   transactions   have  been   eliminated   in
consolidation.

Increases  (decreases)  in  the  capitalization  of  consolidated   subsidiaries
attributable  to  minority  interest  arise  from  cash  contributions  and cash
distributions to the minority interest partners.

Losses  attributable to minority interests which exceed the minority  interests'
investment in a subsidiary have been charged to the Partnership.  No such losses
have  been  charged  to the  Partnership  for the  three  and six  months  ended
September 25, 2004 and 2003. The Partnership's  investment in each subsidiary is
equal to the respective  subsidiary's  partners'  equity less minority  interest
capital,  if any.  In  consolidation,  all  subsidiary  partnership  losses  are

                                       9
<PAGE>


                         CAMBRIDGE ADVANTAGED PROPERTIES
                      LIMITED PARTNERSHIP AND SUBSIDIARIES
                   Notes to Consolidated Financial Statements
                               September 25, 2004
                                   (Unaudited)


included in the  Partnership's  capital  account except for losses  allocated to
minority interest capital.

The unaudited  financial  statements have been prepared on the same basis as the
audited financial statements included in the Partnership's Annual Report on Form
10-K for the year ended March 25, 2004. In the opinion of the General  Partners,
the  accompanying   unaudited  financial   statements  contain  all  adjustments
(consisting  only of normal recurring  adjustments)  necessary to present fairly
the financial  position of the Partnership as of September 25, 2004, the results
of operations for the three and six months ended September 25, 2004 and 2003 and
cash flows for the six months ended  September 25, 2004 and 2003,  respectively.
However,  the operating  results for the six months ended September 25, 2004 may
not be indicative of the results for the year.

Certain  information  and  note  disclosures   normally  included  in  financial
statements  prepared in accordance with GAAP have been omitted.  It is suggested
that these consolidated  financial statements should be read in conjunction with
the financial  statements and notes thereto included in the Partnership's Annual
Report on Form 10-K for the year ended March 25, 2004.


Note 2 - Purchase Money Notes Payable

Nonrecourse Purchase Money Notes (the "Purchase Money Notes") were issued to the
selling  partners of the subsidiary  partnerships as part of the purchase price,
and  are  secured  only  by  the   Partnership's   interest  in  the  subsidiary
partnerships to which the Purchase Money Note relates. As of September 25, 2004,
two  subsidiary   partnerships'  Purchase  Money  Notes  totaling  approximately
$7,704,000,   which  includes  approximately  $5,695,000  of  interest,   remain
outstanding.

There were no  distributions  made to the  Partnership  for the six months ended
September 25, 2004 and 2003,  and no payments of principal or interest were made
on the Purchase Money Notes.

                                       10
<PAGE>


                         CAMBRIDGE ADVANTAGED PROPERTIES
                      LIMITED PARTNERSHIP AND SUBSIDIARIES
                   Notes to Consolidated Financial Statements
                               September 25, 2004
                                   (Unaudited)



Note 3 - Related Party Transactions

The costs  incurred  to  related  parties  for the three  and six  months  ended
September 25, 2004 and 2003 were as follows:
<TABLE>
<CAPTION>
                                     Three Months Ended       Six Months Ended
                                        September 25,            September 25,
                                    --------------------    --------------------
                                      2004        2003        2004        2003
                                    --------------------    --------------------
<S>                                 <C>         <C>         <C>         <C>
Partnership
  management fees (a)               $285,500    $285,500    $571,000    $571,000
Expense
  reimbursement (b)                   26,094      26,186      47,070      52,414
Local administrative
   fee (c)                             1,000       2,500       2,000       5,000
                                    --------    --------    --------    --------
Total general and
  administrative-
  General Partners                   312,594     314,186     620,070     628,414
                                    --------    --------    --------    --------

Property
  management fees
  incurred to affiliates
  of the subsidiary
  partnerships' general
  partners (d)                        24,607      23,953      49,215      47,907
                                    --------    --------    --------    --------

Total general and
administrative-related
  parties                           $337,201    $338,139    $669,285    $676,321
                                    ========    ========    ========    ========
</TABLE>


(a) After all other expenses of the Partnership are paid, an annual  partnership
management fee of up to .5% of invested  assets is payable to the  Partnership's
General Partners and affiliates. Partnership management fees owed to the General
Partners  amounting to approximately  $4,987,000 and $4,416,000 were accrued and
unpaid as of September  25, 2004 and March 25, 2004,  respectively.  Without the
General Partner's continued allowance of accrual without payment of certain fees
and expense  reimbursements,  the Partnership  will not be in a position to meet
its  obligations.  The General  Partners  have  continued  allowing  the accrual
without  payment of these  amounts but are under no obligation to continue to do

                                       11
<PAGE>


                         CAMBRIDGE ADVANTAGED PROPERTIES
                      LIMITED PARTNERSHIP AND SUBSIDIARIES
                   Notes to Consolidated Financial Statements
                               September 25, 2004
                                   (Unaudited)


so.  Proceeds  received  from future  sales will be used to pay any  outstanding
amounts due to the General Partners.

(b) The  Partnership  reimburses the General  Partners and their  affiliates for
actual Partnership operating expenses incurred by the General Partners and their
affiliates on the  Partnership's  behalf.  The amount of reimbursement  from the
Partnership is limited by the provisions of the partnership  agreement.  Expense
reimbursements owed to the General Partners amounting to approximately  $104,000
and $57,000 were accrued and unpaid as of September 25, 2004 and March 25, 2004,
respectively.

(c)  C/R  Special  Partnership,  the  special  limited  partner,  owning  a .01%
interest,  is entitled to receive a local administrative fee of up to $2,500 per
year from each subsidiary partnership.

(d) The subsidiary partnerships have entered into management agreements of which
some are with affiliates of the subsidiaries'  general  partners,  which require
annual fees ranging from approximately 6% to 10% of gross rental revenues.  Such
management  fees amounted to $24,607 and $23,953 and $49,215 and $47,907 for the
three and six months ended September 25, 2004 and 2003, respectively.


Note 4 - Sale of Properties

General
-------

The Partnership is currently in the process of disposing of its investments.  As
of September  25,  2004,  the  Partnership  has  disposed of  fifty-nine  of its
sixty-one  original  investments.  One  investment  is  listed  for sale and the
Partnership  anticipates  that  the  remaining  investment  will  be  liquidated
sometime  during  2005.  There  can be no  assurance  as to  whether  or not the
Partnership will achieve this goal. Furthermore,  there can be no assurance that
any proceeds will be realized based on the historical  operating  results of the
Local  Partnerships and the current  economic  conditions.  Moreover,  the Local
General  Partners  and  holders  of the  Purchase  Money  Notes  generally  have
decision-making  rights with respect to the sale of each property which makes it
more  cumbersome for the General  Partners to cause a sale of the  Partnership's
investment in each property.

                                       12
<PAGE>


                         CAMBRIDGE ADVANTAGED PROPERTIES
                      LIMITED PARTNERSHIP AND SUBSIDIARIES
                   Notes to Consolidated Financial Statements
                               September 25, 2004
                                   (Unaudited)


Information Regarding Dispositions
----------------------------------

On June 30, 2003 the Partnership's Limited Partnership Interest in Cabarras Arms
Associates  ("Cabarras") was sold to the Purchase Money Note holder for $30,000,
resulting in a loss in the amount of approximately  $92,000. The Partnership was
released from the associated  Purchase Money Note and accrued interest  thereon,
which had a total outstanding balance of approximately $2,415,000,  resulting in
a gain of such amount.

On June 30, 2003, the  Partnership's  Limited  Partnership  Interest in Hathaway
Court  Associates  ("Hathaway")  was sold to the Purchase  Money Note holder for
$60,000,  resulting  in a gain in the  amount  of  approximately  $545,000.  The
Partnership  was released from the  associated  Purchase  Money Note and accrued
interest  thereon,  which  had a  total  outstanding  balance  of  approximately
$4,035,000, resulting in an additional gain of such amount.


Note 5 - Commitments and Contingencies

Except as described in Note 4, there were no material  changes and/or  additions
to disclosures regarding the subsidiary  partnerships which were included in the
Partnership's Annual Report on Form 10-K for the period ending March 25, 2004.

                                       13
<PAGE>

Item 2. Management's  Discussion and Analysis of Financial Condition and Results
of Operations

Liquidity and Capital Resources
-------------------------------

The  Partnership's  primary  sources  of funds are the cash  distributions  from
operations of the Local  Partnerships  in which the Partnership has invested and
net proceeds from sales.  These sources are available to meet obligations of the
Partnership.   However,   the  cash   distributions   received  from  the  Local
Partnerships  to date have not been  sufficient to meet all such  obligations of
the Partnership.  Accordingly,  certain fees and expense  reimbursements owed to
the General Partners amounting to approximately $4,969,000 and $4,351,000,  were
accrued and unpaid as of September  25, 2004 and March 25,  2004,  respectively.
Without  the General  Partners'  continued  allowance  of accrual  with  partial
payment of the partnership  management  fees, the  Partnership  will not be in a
position to meet its obligations.  The General Partners have continued  allowing
the accrual with partial  payment of the  partnership  management  fees, but are
under no  obligation  to do so. Net proceeds  and  distributions  received  from
future  sales  of  the  Partnership's  investments  will  be  used  to  pay  any
outstanding amounts due to the General Partners.

There were no  distributions  made to the  Partnership  for the six months ended
September  25, 2004 and 2003,  respectively,  and no payments  of  principal  or
interest were made on the Purchase Money Notes.

During the six months ended September 25, 2004, cash and cash equivalents of the
Partnership and its  consolidated  Local  Partnerships  decreased  approximately
$58,000.  This  decrease  was due to  acquisitions  of  property  and  equipment
($71,000), principal payment of mortgage notes payable ($93,000), an increase in
mortgage  escrow  deposits  relating to investing  activities  ($227,000)  and a
decrease in capitalization of minority interest  ($26,000),  which exceeded cash
provided by operating  activities  ($358,000).  Included in the  adjustments  to
reconcile the net loss to cash provided by operating  activities is depreciation
($112,000).

For a discussion of Purchase  Money Notes  Payable,  see Note 2 to the financial
statements.

For a discussion of the sale of properties in which the Partnership  owns direct
and indirect interests, see Note 4 to the financial statements.

Even though  sales have  resulted in net gains for tax  purposes,  the net sales
proceeds have not been  sufficient to permit any  significant  distributions  to
investors  after  payment  of all or a  portion  of the  Purchase  Money  Notes.
Therefore,  investors  should not expect  that they will  receive  distributions
sufficient to pay taxes incurred as a result of such sales.

                                       14
<PAGE>


Management is not aware of any trends or events,  commitments  or  uncertainties
which  have not been  otherwise  disclosed,  that  will or are  likely to impact
liquidity in a material way.  Management  believes the only impact would be from
laws  that  have  not yet  been  adopted.  Due to the  sale of  properties,  the
portfolio is not diversified by the location of the properties around the United
States.  The  Partnership  has  two  properties   remaining  and  therefore  the
Partnership  may not be  protected  against a general  downturn in the  national
economy.

Critical Accounting Policies
----------------------------

In  preparing  the  consolidated  financial  statements,   management  has  made
estimates  and  assumptions  that  affect  the  reported  amounts  of assets and
liabilities at the date of the financial  statements and the reported amounts of
revenues and expenses during the reporting periods.  Actual results could differ
from those  estimates.  Set forth below is a summary of the accounting  policies
that  management  believes are critical to the  preparation of the  consolidated
financial  statements.  The summary should be read in conjunction  with the more
complete  discussion of the Company's  accounting policies included in Note 2 to
the consolidated  financial  statements which are included in the  Partnership's
Annual Report on Form 10-K for the year ended March 25, 2004.

a)  Property and Equipment

Property and equipment to be held and used are carried at cost,  which  includes
the purchase price,  acquisition fees and expenses, and any other costs incurred
in acquiring the  properties.  The cost of property and equipment is depreciated
over their estimated useful lives using accelerated and  straight-line  methods.
Expenditures  for repairs and  maintenance  are charged to expense as  incurred;
major  renewals  and  betterments  are  capitalized.  At the time  property  and
equipment  are  retired  or  otherwise  disposed  of,  the cost and  accumulated
depreciation  are  eliminated  from  the  assets  and  accumulated  depreciation
accounts  and the profit or loss on such  disposition  is reflected in earnings.
The Partnership complies with Statement of Financial Accounting Standards (SFAS)
No. 144 "Accounting for the Impairment or Disposal of Long-Lived Assets". A loss
on  impairment  of  assets  is  recorded  when  management   estimates   amounts
recoverable   through  future   operations  and  sale  of  the  property  on  an
undiscounted basis are below depreciated cost. At that time property investments
themselves are reduced to estimated fair value  (generally using discounted cash
flows) when the property is considered to be impaired and the  depreciated  cost
exceeds estimated fair value.

b)  Income Taxes

No  provision  has been made for income taxes in the  accompanying  consolidated
financial  statements  since such taxes, if any, are the  responsibility  of the

                                       15
<PAGE>

individual partners.  For income tax purposes, the Partnership has a fiscal year
ending December 31.

Results of Operations
---------------------

On June 30,  2003,  the  Partnership  sold its  Local  Partnership  Interest  in
Cabarrus and Hathaway (collectively the "Sold Assets").

Rental income decreased  approximately  48% and 47% for the three and six months
ended September 25, 2004 as compared to 2003. Excluding the Sold Assets,  rental
income  decreased  approximately  3% and 1% for the three and six  months  ended
September 25, 2004 as compared to 2003,  primarily due to decreases in occupancy
at one Local Partnership.

Other income  decreased  approximately  $7,000 and $17,000 for the three and six
months ended September 25, 2004 as compared to 2003,  primarily due to decreases
relating to the Sold Assets.

Total  expenses,  excluding the Sold Assets,  administrative  and management and
repairs and  maintenance,  remained  consistent  with an increase  (decrease) of
approximately  3% and (1%) for the three and six months ended September 25, 2004
as compared to the corresponding periods in 2003.

Administrative and management decreased  approximately $193,000 and $279,000 for
the three and six months ended September 25, 2004 as compared to 2003. Excluding
the Sold Assets,  administrative and management decreased approximately $115,000
and  $119,000  primarily  due to the  write off of old  receivables  in 2003 and
increased  professional  fees related to the sale of  properties  in 2003 at the
Partnership level.

Repairs and maintenance  decreased  approximately  $113,000 and $165,000 for the
three and six months ended September 25, 2004 as compared to 2003. Excluding the
Sold Assets, repairs and maintenance decreased approximately $44,000 and $21,000
primarily due to one Local Partnership capitalizing major repairs on a quarterly
basis that were previously capitalized annually.

Operating,  taxes and insurance and interest (decreased) increased approximately
($44,000) and ($126,000),  ($66,000) and ($110,000) and $1,000 and ($91,000) for
the three and six months ended September 25, 2004 as compared to 2003, primarily
due to the Sold Assets.

Gain on sale of  properties  will  continue  to  fluctuate  as a  result  of the
disposition  of  investments  in  properties   (see  Note  4  of  the  financial
statements).

                                       16
<PAGE>

Item 3. Quantitative and Qualitative Disclosures about Market Risk

The Partnership does not have any market risk sensitive instruments.

Item 4. Controls and Procedures

(a)  EVALUATION  OF  DISCLOSURE  CONTROLS AND  PROCEDURES.  The Chief  Executive
Officer and Chief Financial Officer of the Assisted Housing Associates Inc., the
Related Beta Corporation and  Cambridge/Related  Associates Limited Partnership,
the general partners of the Partnership,  has evaluated the effectiveness of the
Partnership's  disclosure  controls and  procedures  (as such term is defined in
Rules  13a-15(e) and  15d-15(e)  under the  Securities  Exchange Act of 1934, as
amended  ("Exchange  Act"),  as of the end of the period covered by this report.
Based on such evaluation, such officer has concluded that, as of the end of such
period, the Partnership's disclosure controls and procedures are effective.

(b) INTERNAL CONTROL OVER FINANCIAL  REPORTING.  There have not been any changes
in  Partnership's  internal  control over financial  reporting during the fiscal
quarter to which this  report  relates  that have  materially  affected,  or are
reasonably likely to materially affect, the Partnership's  internal control over
financial reporting.

                                       17
<PAGE>

                           PART II - OTHER INFORMATION

Item 1. Legal Proceedings - None

Item 2. Changes in Securities and Use of Proceeds - None

Item 3. Defaults Upon Senior Securities - None

Item 4. Submission of Matters to a Vote of Security Holders - None

Item 5. Other information - None

Item 6. Exhibits and Reports on Form 8-K

       (a)    Exhibits

       (3)    Amended  and  Restated   Agreement  and   Certificate  of  Limited
              Partnership as filed with the Secretary of the Commonwealth of the
              Commonwealth of Massachusetts.**

       (10a)  Form of Escrow Agreement.**

       (31.1) Certification Pursuant to Rule 13a-14(a) or Rule 15d-14(a).

       (31.2) Certification  Pursuant to Rule  13a-14(b) or Rule  15d-14(b)  and
              Section  1350 of Title 18 of the  United  States  Code (18  U.S.C.
              1350).

       **     Incorporated  by reference to exhibits filed  with Amendment No. 1
              to  Cambridge Advantaged Properties L.P.'s  Registration Statement
              on Form S-11 Registration File No. 2-91993.

       (b)    Reports on Form 8-K - No  reports  on Form 8-K were  filed  during
              the quarter.


                                       18
<PAGE>


                                   SIGNATURES

Pursuant  to the  requirements  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.

                              CAMBRIDGE ADVANTAGED
                         PROPERTIES LIMITED PARTNERSHIP
                                  (Registrant)


                          By: Related Beta Corporation,
                              a General Partner

Date:  October 29, 2004

                              By: /s/ Alan P. Hirmes
                                  ------------------
                                  Alan P. Hirmes,
                                  Director and President
                                  (Chief Executive Officer and
                                   Chief Financial Officer)

Date:  October 29, 2004

                              By: /s/ Glenn F. Hopps
                                  ------------------
                                  Glenn F. Hopps,
                                  Treasurer
                                  (Chief Accounting Officer)

                          By: ASSISTED HOUSING ASSOCIATES,
                              INC., a General Partner

Date:  October 29, 2004

                              By: /s/ Alan P. Hirmes
                                  ------------------
                                  Alan P. Hirmes,
                                  Director and President
                                  (Chief Executive Officer and
                                   Chief Financial Officer)

Date:  October 29, 2004

                              By: /s/ Glenn F. Hopps
                                  ------------------
                                  Glenn F. Hopps,
                                  Treasurer
                                  (Chief Accounting Officer)
<PAGE>


                          By: CAMBRIDGE AND RELATED ASSOCIATES
                              LIMITED PARTNERSHIP

                              By: Related Beta Corporation,

Date:  October 29, 2004

                              By: /s/ Alan P. Hirmes
                                  ------------------
                                  Alan P. Hirmes,
                                  Director and President
                                  (Chief Executive Officer and
                                   Chief Financial Officer)

Date:  October 29, 2004

                              By: /s/ Glenn F. Hopps
                                  ------------------
                                  Glenn F. Hopps,
                                  Treasurer
                                  (Chief Accounting Officer)


<PAGE>


                                                                    Exhibit 31.1

                             CERTIFICATION PURSUANT
                       TO RULE 13a-14(a) OR RULE 15d-14(a)

I, Alan P.  Hirmes,  Chief  Executive  Officer  and Chief  Financial  Officer of
Related  Beta  Corporation  (general  partner  of  each of the  Partnership  and
Cambridge  and Related  Associates,  General  Partners of the  Partnership)  and
Assisted Housing Associates,  Inc. (general partner of the Partnership),  hereby
certify that:

1.   I have  reviewed this  quarterly  report on Form 10-Q for the period ending
     September 25, 2004 of the Partnership;

2.   Based on my knowledge,  this  quarterly  report does not contain any untrue
     statement of a material fact or omit to state a material fact  necessary in
     order to make the  statements  made,  in light of the  circumstances  under
     which such  statements were made, not misleading with respect to the period
     covered by this quarterly report;

3.   Based on my  knowledge,  the  financial  statements,  and  other  financial
     information  included  in this  quarterly  report,  fairly  present  in all
     material respects the financial  condition,  results of operations and cash
     flows of the  Partnership  as of, and for,  the periods  presented  in this
     quarterly report;

4.   I am responsible for establishing and maintaining  disclosure  controls and
     procedures  (as defined in Exchange Act Rules  13a-15(e) and 15d-15(e)) and
     internal control over financial reporting (as defined in Exchange Act Rules
     13a-15(f)) for the Partnership and I have:

     a) designed such disclosure controls and procedures to ensure that material
     information  relating  to  the  Partnership,   including  its  consolidated
     subsidiaries,  is  made  known  to  me by  others  within  those  entities,
     particularly  during the period in which  this  quarterly  report was being
     prepared;

     b) designed such internal control over financial reporting,  or caused such
     internal  control  over  financial   reporting  to  be  designed  under  my
     supervision,  to provide reasonable  assurance regarding the reliability of
     financial  reporting  and  the  preparation  of  financial  statements  for
     external  purposes  in  accordance  with  generally   accepted   accounting
     principles; and



<PAGE>


     c) evaluated the effectiveness of the Partnership's disclosure controls and
     procedures  and  presented  in  this  report  our  conclusions   about  the
     effectiveness  of the  disclosure  controls and procedures as of the end of
     the period covered by this quarterly report based on such evaluation; and

     d)  disclosed  in this  quarterly  report any  change in the  Partnership's
     internal  control over financial  reporting that occurred during the period
     ending  September 25, 2004 that has materially  affected,  or is reasonably
     likely to  materially  affect,  the  Partnership's  internal  control  over
     financial reporting; and

5.   I have disclosed,  based on our most recent  evaluation of internal control
     over financial reporting,  to the Partnership's  auditors and to the boards
     of directors of the General Partners:

     a) all significant  deficiencies  and material  weaknesses in the design or
     operation of internal control over financial reporting which are reasonably
     likely to adversely affect the  Partnership's  ability to record,  process,
     summarize and report financial information; and

     b) any fraud,  whether or not material,  that involves  management or other
     employees  who  have  a  significant  role  in the  Partnership's  internal
     controls over financial reporting.



     Date: October 29, 2004
           ----------------

                           By: /s/ Alan P. Hirmes
                               ------------------
                               Alan P. Hirmes
                               Chief Executive Officer and
                               Chief Financial Officer

<PAGE>


                                                                    Exhibit 32.1


                            CERTIFICATION PURSUANT TO
                      RULE 13a-14(b) OR RULE 15d-14(b) AND
                                  SECTION 1350
                        OF TITLE 18 OF THE UNITED STATES
                              CODE (18 U.S.C. 1350)


In  connection  with the  Quarterly  Report of Cambridge  Advantaged  Properties
Limited  Partnership  (the  "Partnership")  on Form 10-Q for the  period  ending
September 25, 2004 as filed with the Securities and Exchange  Commission ("SEC")
on the date hereof (the "Report"),  I, Alan P. Hirmes,  Chief Executive  Officer
and Chief Financial Officer of Related Beta Corporation (general partner of each
of the Partnership and Cambridge and Related Associates,  general partner of the
Partnership)  and Assisted  Housing  Associates,  Inc.  (general  partner of the
Partnership),  certify,  pursuant to 18 U.S.C.  ss. 1350, as adopted pursuant to
ss. 906 of the Sarbanes-Oxley Act of 2002, that:


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


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

A signed  original of this  written  statement  required by Section 906 has been
provided  to the  Partnership  and  will  be  retained  by the  Partnership  and
furnished to the SEC or its staff upon request.



By:  /s/ Alan P. Hirmes
     ------------------
     Alan P. Hirmes
     Chief Executive Officer and
     Chief Financial Officer
     October 29, 2004