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

                                   Form 10-QSB

(Mark One)
[X]   QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
      ACT OF 1934

                 For the quarterly period ended June 30, 2002


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

           For the transition period from __________ to __________

                         Commission file number 0-13808


                            HOUSING PROGRAMS LIMITED
                       (A California Limited Partnership)


          California                                             95-3906167
(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)

                                 (864) 239-1000
                           (Issuer's telephone number)


                         9090 Wilshire Blvd., Suite 201,
                       Beverly Hills, California 90211
               (Address of former principal executive offices)

<PAGE>


                            HOUSING PROGRAMS LIMITED
                      (a California limited partnership)

                              INDEX TO FORM 10-QSB

                     FOR THE QUARTER ENDED JUNE 30, 2002




PART I.     FINANCIAL INFORMATION

      ITEM 1.     FINANCIAL STATEMENTS

                  Balance Sheet
                    June 30, 2002                                              1

                  Statements of Operations
                    Three and Six Months Ended June 30, 2002 and 2001          2

                  Statement of Partners' Deficiency
                    Six Months Ended June 30, 2002                             3

                  Statements of Cash Flows
                    Six Months Ended June 30, 2002 and 2001                    4

                  Notes to Financial Statements                                5

      ITEM 2.     MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF
                  OPERATION                                                   10


PART II.    OTHER INFORMATION

      ITEM 1.     LEGAL PROCEEDINGS                                           12

      ITEM 6.     EXHIBITS AND REPORTS ON FORM 8-K                            12

      SIGNATURES                                                              13

      EXHIBIT                                                                 14

<PAGE>

                         PART I - FINANCIAL INFORMATION


ITEM 1.     FINANCIAL STATEMENTS



                            HOUSING PROGRAMS LIMITED
                      (a California limited partnership)

                                  BALANCE SHEET

                                  JUNE 30, 2002
                                   (Unaudited)



                             ASSETS

Investments in limited partnerships (Note 2)                          $     --
Cash and cash equivalents                                               11,344

            Total assets                                              $ 11,344

              LIABILITIES AND PARTNERS' DEFICIENCY

Liabilities:
   Notes payable (Note 3)                                            $ 4,600,000
   Accrued fees due to affiliates (Note 4)                             1,157,591
   Accrued interest payable (Note 3)                                   7,105,664
   Accounts payable                                                      164,064
   Advances due to affiliates                                             45,936

                                                                      13,073,255
Commitments and Contingencies (Notes 4 and 5)

Partners' deficiency:
   General partners                                                    (381,368)
   Limited partners                                                 (12,680,543)

                                                                    (13,061,911)

            Total liabilities and partners' deficiency                $ 11,344

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


<PAGE>


                            HOUSING PROGRAMS LIMITED
                      (a California limited partnership)

                            STATEMENTS OF OPERATIONS

          FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2002 AND 2001
                                   (Unaudited)


<TABLE>
<CAPTION>

                                              Three Months Ended            Six Months Ended
                                                   June 30,                     June 30,
                                              2002          2001           2002          2001

<S>                                           <C>          <C>            <C>           <C>
INTEREST INCOME                               $ --         $ 1,736        $ 101         $ 6,027

OPERATING EXPENSES:
  Management fees - partners (Note 4)          49,797        49,797        99,594        100,599
  General and administrative (Note 4)           9,951        14,884        20,529         29,458
  Legal and accounting                         14,585        27,639        35,942         45,289
  Interest                                    107,553       109,250       216,803        218,500
        Total operating expenses              181,886       201,570       372,868        393,846

Loss from Partnership operations             (181,886)     (199,834)     (372,767)      (387,819)
Equity in loss of limited partnerships
  (Note 2)                                         --       (96,589)      (30,462)       (96,589)
Gain on sale of limited partnership
  interest (Note 2)                                --            --            --         65,000
Distributions from limited partnerships
  recognized as income (Note 2)                11,343        11,201        11,343         11,201

Net loss                                    $(170,543)    $(285,222)    $(391,886)     $(408,207)

Net loss to general partners (1%)           $ (1,705)     $ (2,852)      $ (3,919)     $ (4,082)
Net loss to limited partners (99%)           (168,838)     (282,370)     (387,967)      (404,125)

                                            $(170,543)    $(285,222)    $(391,886)     $(408,207)
Net loss per limited partnership
  interest (Note 1)                           $ (14)        $ (23)        $ (31)         $ (33)

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

<PAGE>

                            HOUSING PROGRAMS LIMITED
                      (a California limited partnership)

                        STATEMENT OF PARTNERS' DEFICIENCY

                    FOR THE SIX MONTHS ENDED JUNE 30, 2002
                                   (Unaudited)

<TABLE>
<CAPTION>

                                        General          Limited
                                       Partners          Partners          Total

<S>                                                         <C>
Partnership interests                                       12,368

Partners' deficiency,
  January 1, 2002                     $ (377,449)      $(12,292,576)    $(12,670,025)

Net loss for the six months
  ended June 30, 2002                     (3,919)          (387,967)        (391,886)

Partners' deficiency,
  June 30, 2002                       $ (381,368)      $(12,680,543)    $(13,061,911)


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

</TABLE>

<PAGE>


                            HOUSING PROGRAMS LIMITED
                      (a California limited partnership)

                            STATEMENTS OF CASH FLOWS

               FOR THE SIX MONTHS ENDED JUNE 30, 2002 AND 2001

                                   (Unaudited)

<TABLE>
<CAPTION>

                                                                      2002            2001
CASH FLOWS FROM OPERATING ACTIVITIES:
<S>                                                                <C>             <C>
  Net loss                                                         $(391,886)      $(408,207)
  Adjustments to reconcile net loss to net cash used in
   operating activities:
     Gain on sale of limited partnership interest                         --         (65,000)
     Equity in loss of limited partnerships                           30,462          96,589
     Decrease in due from escrow                                          --          15,000
     Increase (decrease) in:
      Accrued interest payable                                       216,803         218,500
      Accounts payable and accrued expenses                           22,861           8,987
      Accrued fees due to partners                                   109,020         (76,800)
         Net cash used in operating activities                       (12,740)       (210,931)

CASH FLOWS FROM INVESTING ACTIVITIES:
  Proceeds from sale of partnership interests                             --          65,000
  Advances to properties                                                  --         (96,589)
  Capital contributions                                              (30,462)             --
         Net cash used in investing activities                       (30,462)        (31,589)

CASH FLOWS PROVIDED BY FINANCING ACTIVITIES:
  Operating advances from affiliates                                  45,936              --

NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS                   2,734        (242,520)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD                         8,610         372,546

CASH AND CASH EQUIVALENTS, END OF PERIOD                            $ 11,344       $ 130,026


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

</TABLE>

<PAGE>

                            HOUSING PROGRAMS LIMITED
                      (a California limited partnership)

                          NOTES TO FINANCIAL STATEMENTS

                                  JUNE 30, 2002


NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

General

The information  contained in the following notes to the financial statements is
condensed  from  that  which  would  appear  in  the  annual  audited  financial
statements;  accordingly,  the financial  statements  included  herein should be
reviewed in conjunction with the financial  statements and related notes thereto
contained in the Housing Programs Limited (the "Partnership")  annual report for
the year ended  December  31, 2001.  Accounting  measurements  at interim  dates
inherently  involve greater  reliance on estimates than at year end. The results
of operations for the interim period presented are not necessarily indicative of
the results for the entire year.

In  the  opinion  of  the  Partnership,  the  accompanying  unaudited  financial
statements  contain all adjustments  (consisting  primarily of normal  recurring
accruals)  necessary to present fairly the financial position of the Partnership
at June 30, 2002 and the results of operations and changes in cash flows for the
three and six months then ended.

Organization

Housing  Programs  Limited  (the  "Partnership"),  formed  under the  California
Uniform Limited  Partnership Act, was organized on May 15, 1984. The Partnership
was formed to invest primarily in other limited  partnerships which own or lease
and operate federal,  state or local  government-assisted  housing projects. The
general partners of the Partnership are National  Partnership  Investments Corp.
("NAPICO"  or  the  "Managing  General   Partner"),   Coast  Housing  Investment
Associates (CHIA), a limited partnership, and Housing Programs Corporation II.

The general  partners  have a one percent  interest in profits and losses of the
Partnership.  The limited  partners have the remaining 99 percent interest which
is allocated in proportion to their respective individual investments. NAPICO is
the managing general partner of the Partnership. Prior to March 11, 2002, Casden
Properties  Inc. owned a 95.25%  economic  interest in NAPICO,  with the balance
owned by Casden Investment  Corporation  ("CIC").  CIC, which is wholly owned by
Alan I.  Casden,  owned 95% of the voting  common stock of NAPICO prior to March
11, 2002.

On December 3, 2001, Casden Properties Inc., entered into a merger agreement and
certain other  transaction  documents with  Apartment  Investment and Management
Company,  a Maryland  corporation  ("AIMCO")  and  certain of its  subsidiaries,
pursuant to which, on March 11, 2002, AIMCO acquired Casden  Properties Inc. and
its subsidiaries, including 100% of the stock of NAPICO.

Basis of Presentation

The  accompanying  financial  statements  have been prepared in conformity  with
accounting principles generally accepted in the United States of America.

Method of Accounting for Investment in Limited Partnerships

The  investments in local limited  partnerships  are accounted for on the equity
method.  Acquisition,  selection fees and other costs related to the acquisition
of the projects have been capitalized to the investment account and amortized on
a straight line basis over the estimated lives of the underlying  assets,  which
is generally 30 years.

Net Loss Per Limited Partnership Interest

Net loss per limited  partnership  interest was computed by dividing the limited
partners'  share of net loss by the  number  of  limited  partnership  interests
outstanding during the period. The number of limited  partnership  interests was
12,368 for the periods presented.

Cash and Cash Equivalents

Cash and cash  equivalents  consist  of cash  money  market  mutual  funds.  The
Partnership  has its cash and cash  equivalents  on deposit  primarily  with one
money market mutual fund. Such cash and cash equivalents are uninsured.

Impairment of Long-Lived Assets

The  Partnership  reviews  long-lived  assets to determine if there has been any
permanent  impairment whenever events or changes in circumstances  indicate that
the  carrying  amount  of the asset  may not be  recoverable.  If the sum of the
expected future cash flows is less than the carrying  amount of the assets,  the
Partnership recognizes an impairment loss.

NOTE 2 - INVESTMENTS IN LIMITED PARTNERSHIPS

As of June 30, 2002,  the  Partnership  holds limited  partnership  interests in
seven  limited   partnerships,   after  selling  its  interest  in  one  limited
partnership in January 2001. As of June 30, 2002, the seven limited partnerships
owned  residential  low income rental  projects  consisting  of 1,153  apartment
units. The mortgage loans of these projects are payable to or insured by various
governmental agencies.

The Partnership,  as a limited partner, is entitled to 99 percent of the profits
and losses of the local limited partnerships.

Equity in losses of local limited  partnerships  are recognized in the financial
statements until the limited partnership investment account is reduced to a zero
balance.  Losses incurred after the limited  partnership  investment  account is
reduced to zero are not recognized.

Distributions  from the limited  partnerships  are  recognized as a reduction of
capital until the  investment  balance has been reduced to zero or to a negative
amount equal to further capital contributions required. Subsequent distributions
are recognized as income.

The Partnership  has no carrying value in investment in limited  partnerships as
of June 30, 2002.

The following are unaudited combined estimated  statements of operations for the
three and six months  ended June 30, 2002 and 2001 for the limited  partnerships
in which the Partnership has investments:
<TABLE>
<CAPTION>

                               Three Months Ended              Six Months Ended
                                    June 30,                       June 30,
                              2002           2001             2002            2001
Revenues
<S>                       <C>             <C>             <C>             <C>
  Rental and other        $ 1,885,000     $ 1,892,000     $ 3,770,000     $ 3,784,000

Expenses
  Depreciation                374,000         362,000         748,000         724,000
  Interest                    242,000         242,000         484,000         484,000
  Operating                 1,402,000       1,339,000       2,804,000       2,678,000

                            2,018,000       1,943,000       4,036,000       3,886,000

Net loss                   $ (133,000)     $ (51,000)     $ (266,000)     $ (102,000)
</TABLE>

NAPICO, or one of its affiliates, is the general partner and property management
agent for certain of the limited partnerships included above.

Under recent adopted law and policy, the United States Department of Housing and
Urban  Development  ("HUD") has determined  not to renew the Housing  Assistance
Payment  ("HAP")  Contracts  on a long  term  basis on the  existing  terms.  In
connection with renewals of the HAP Contracts under such new law and policy, the
amount of rental  assistance  payments under renewed HAP Contracts will be based
on market rentals instead of above market  rentals,  which may be the case under
existing HAP Contracts.  The payments under the renewed HAP Contracts may not be
in an amount  that  would  provide  sufficient  cash  flow to  permit  owners of
properties  subject to HAP  Contracts to meet the debt service  requirements  of
existing  loans  insured by the Federal  Housing  Administration  of HUD ("FHA")
unless such mortgage loans are  restructured.  In order to address the reduction
in payments under HAP Contracts as a result of this new policy, the Multi-family
Assisted Housing Reform and  Affordability  Act of 1997 ("MAHRAA")  provides for
the  restructuring  of  mortgage  loans  insured  by the  FHA  with  respect  to
properties  subject  to the  Section 8 program.  Under  MAHRAA,  an  FHA-insured
mortgage  loan can be  restructured  into a first  mortgage  loan  which will be
amortized on a current basis and a low interest  second mortgage loan payable to
FHA which will only be payable on  maturity  of the first  mortgage  loan.  This
restructuring results in a reduction in annual debt service payable by the owner
of the  FHA-insured  mortgage  loan and is  expected  to result in an  insurance
payment from FHA to the holder of the  FHA-insured  loan due to the reduction in
the principal amount. MAHRAA also phases out project-based subsidies on selected
properties  serving  families not located in rental markets with limited supply,
converting such subsidies to a tenant-based subsidy.

When the HAP  Contracts are subject to renewal,  there can be no assurance  that
the local limited  partnerships  in which the Partnership has an investment will
be permitted to restructure its mortgage indebtedness under MAHRAA. In addition,
the  economic  impact  on the  Partnership  of the  combination  of the  reduced
payments  under  the  HAP  Contracts  and  the  restructuring  of  the  existing
FHA-insured mortgage loans under MAHRAA is uncertain.

During the six months ended June 30, 2001, the Partnership  sold its interest in
one limited partnership for net proceeds of $65,000. The Partnership  recognized
a gain  from  the sale  equal to the net  proceeds  received  because  it had no
investment balance related to this partnership.

NOTE 3 - NOTES PAYABLE

Two of the  Partnership's  investments,  Evergreen and Plaza  Village,  involved
purchases of partnership  interests from partners who subsequently withdrew from
the operating  partnership.  The Partnership is obligated for non-recourse notes
payable of  $4,600,000  to the  sellers of the  partnership  interests,  bearing
interest at 9.5 percent.  The notes matured in December 1999. These  obligations
and the related interest are  collateralized by the Partnership's  investment in
the investee limited partnerships and are payable only out of cash distributions
from the investee partnerships, as defined in the notes. Unpaid interest was due
at maturity of the notes.

All notes payable and related accrued interest payable  aggregating  $11,705,664
as of June 30, 2002 became payable prior to June 30, 2002. The  Partnership  has
not made any payments and is in default under the terms of the notes. Due to the
Partnership's lack of cash and partners' deficiency,  there is substantial doubt
about its ability to make these  payments,  which would  result in the  possible
foreclosure  of the two  investments  in the local  limited  partnerships.  As a
result,  there is substantial doubt about the Partnership's  ability to continue
as a going concern.

Management is attempting  to negotiate  extensions of the maturity  dates on the
notes payable.

NOTE 4 - FEES AND EXPENSES DUE TO GENERAL PARTNERS

Under  the  terms of the  Restated  Certificate  and  Agreement  of the  Limited
Partnership,  the Partnership is obligated to the general partners for an annual
management  fee equal to 0.5  percent  of the  original  invested  assets of the
limited  partnerships.  Invested  assets is  defined  as the costs of  acquiring
project  interests  including  the  proportionate  amount of the mortgage  loans
related to the Partnership's interests in the capital accounts of the respective
limited  partnerships.  For the six months ended June 30, 2002 and 2001, $99,594
and $100,599,  respectively,  has been expensed.  The unpaid balance at June 30,
2002 is $1,157,591.

The Partnership  reimburses  NAPICO for certain  expenses.  The reimbursement to
NAPICO was $9,426 and $10,997  for the six months  ended June 30, 2002 and 2001,
respectively, and is included in general and administrative expenses.

As of June 30, 2002, the fees and expenses due the general partners exceeded the
Partnership's  cash. The general partners,  during the forthcoming year, are not
expected  to demand  payment of amounts  due in excess of such cash or such that
the  Partnership  would  not  have  sufficient   operating  cash;  however,  the
Partnership will remain liable for all such amounts.

NOTE 5 - CONTINGENCIES

On August 27, 1998, two investors holding an aggregate of eight units of limited
partnership  interests  in Real Estate  Associates  Limited  III (an  affiliated
partnership in which NAPICO is the managing  general  partner) and two investors
holding  an  aggregate  of five units of limited  partnership  interest  in Real
Estate Associates Limited VI (another affiliated  partnership in which NAPICO is
the managing general partner)  commenced an action in the United States District
Court for the Central District of California against the Partnership, NAPICO and
certain other  affiliated  entities.  The complaint  alleges that the defendants
breached their fiduciary duty to the limited  partners of certain NAPICO managed
partnerships and made materially false and misleading  statements in the consent
solicitation  statements  sent to the  limited  partners  of  such  partnerships
relating  to  approval  of the  transfer  of  partnership  interests  in limited
partnerships,  owning  certain  of  the  properties,  to  affiliates  of  Casden
Properties  Inc.,  organized  by an  affiliate of NAPICO.  The  plaintiffs  seek
equitable relief, as well as compensatory  damages and litigation related costs.
On August 4, 1999, one investor holding one unit of limited partnership interest
in the Partnership  commenced a virtually  identical action in the United States
District Court for the Central  District of California  against the Partnership,
NAPICO  and  certain  other  affiliated  entities.  The  second  action has been
subsumed in the first action,  which has been  certified as a class  action.  On
August 21, 2001,  plaintiffs  filed a  supplemental  complaint,  which added new
claims,  including for a recission of the transfer of partnership  interests and
an  accounting.  Trial is scheduled  for October 1, 2002.  The managing  general
partner of such NAPICO managed  partnerships  and the other  defendants  believe
that the plaintiffs' claims are without merit and are vigorously  contesting the
actions.

The holder of a purchase  money  promissory  note issued by  Cloverleaf  limited
partnership,  one of the  Partnership's  investments,  in the amount of $845,000
plus  accrued  interest  payable  of  $1,130,000  as of June 30,  2002,  filed a
foreclosure action against the Cloverleaf limited  partnership.  The Partnership
and other defendants have answered the complaint and intend to vigorously defend
this action.  The  Partnership  has no investment  balance related to this Local
Partnership.

The holders of three cash flow notes issued by Oshtemo Limited  Dividend Housing
Association,  one of the Partnership's investments,  with an aggregate principal
balance of  $3,825,000  have filed a suit to reduce  the notes to  judgment  and
foreclose on the Partnership's interest in this limited partnership.  Settlement
discussions have begun; however, there is no guarantee that a settlement will be
reached.  The  Partnership  has no  investment  balance  related to this limited
partnership.

NAPICO is a plaintiff  in various  lawsuits and has also been named as defendant
in other lawsuits arising from  transactions in the ordinary course of business.
In the opinion of NAPICO,  the claims will not result in any material  liability
to the Partnership.

NOTE 6 - FAIR VALUE OF FINANCIAL INSTRUMENTS

Statement of Financial  Accounting  Standards  No. 107,  "Disclosure  about Fair
Value of Financial  Instruments,"  requires disclosure of fair value information
about financial instruments,  when it is practicable to estimate that value. The
notes payable are  collateralized by the  Partnership's  investments in investee
limited  partnerships,  which account for the  Partnership's  primary  source of
revenues, are subject to various government rules,  regulations and restrictions
which make it  impracticable to estimate the fair value of the notes and related
accrued interest payable.  It is impracticable to estimate the fair value of the
amounts due to affiliates due to their related party nature. The carrying amount
of other assets and liabilities reported on the balance sheets that require such
disclosure approximates fair value due to their short-term maturity.

<PAGE>
ITEM 2.     MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

Liquidity and Capital Resources

The  Partnership's  primary  sources of funds include  interest  income on money
market  accounts  and  distributions  from  limited  partnerships  in which  the
Partnership  has  invested.  It is not  expected  that any of the local  limited
partnerships  in which the  Partnership  has invested  will  generate  cash flow
sufficient to provide for distributions to the Partnership's limited partners in
any material amount.

Results of Operations

Partnership  revenues consist  primarily of interest income earned on investment
of funds.  The  Partnership  also  receives  distributions  from the  lower-tier
limited partnerships in which it has invested.

Distributions  received from limited  partnerships  are  recognized as return of
capital until the  investment  balance has been reduced to zero or to a negative
amount equal to future capital contributions required.  Subsequent distributions
received are recognized as income.

Except for investing cash in money market funds, the  Partnership's  investments
consist   entirely  of   interests   in  other   limited   partnerships   owning
government-assisted  housing  projects.  Available  cash not  invested  in local
limited partnerships is invested in these money market funds to provide interest
income  as  reflected  in the  statements  of  operations.  These  funds  can be
converted to cash to meet obligations as they arise. The Partnership  intends to
continue investing available funds in this manner.

An annual  management fee is payable to the general  partners of the Partnership
and is  calculated  at 0.5 percent of the  Partnership's  invested  assets.  The
management fee is paid to the general partners for their  continuing  management
of partnership  affairs.  The fee is payable  beginning with the month following
the Partnership's initial investment in a local limited partnership.  Management
fees were  $99,594 and $100,599 for the six months ended June 30, 2002 and 2001,
respectively.

Two of the  Partnership's  investments,  Evergreen and Plaza  Village,  involved
purchases of partnership  interests from partners who subsequently withdrew from
the operating  partnership.  The Partnership is obligated for non-recourse notes
payable of  $4,600,000  to the  sellers of the  partnership  interests,  bearing
interest at 9.5 percent.  The notes matured in December 1999. These  obligations
and the related interest are  collateralized by the Partnership's  investment in
the investee limited partnerships and are payable only out of cash distributions
from the investee partnerships, as defined in the notes. Unpaid interest was due
at maturity of the notes.

All notes payable and related accrued interest payable  aggregating  $11,705,664
as of June 30, 2002 became payable prior to June 30, 2002. The  Partnership  has
not made any payments and is in default under the terms of the notes. Due to the
Partnership's lack of cash and partners' deficiency,  there is substantial doubt
about its ability to make these  payments,  which would  result in the  possible
foreclosure  of the two  investments  in the local  limited  partnerships.  As a
result,  there is substantial doubt about the Partnership's  ability to continue
as a going concern.

Management is attempting  to negotiate  extensions of the maturity  dates on the
notes payable.

Operating expenses,  other than management fees and interest expense, consist of
legal  and  accounting  fees  for  services  rendered  to  the  Partnership  and
administrative  expenses,  which  were  generally  consistent  for  the  periods
presented. Legal and accounting fees were $35,942 and $45,289 for the six months
ended June 30, 2002 and 2001, respectively.  General and administrative expenses
were  $20,529  and  $29,458  for the  periods  ended  June 30,  2002  and  2001,
respectively.

The Partnership  accounts for its investments in the local limited  partnerships
on  the  equity  method,   thereby  adjusting  its  investment  balance  by  its
proportionate  share of the  income or loss of the local  limited  partnerships.
Losses incurred after the limited  partnership  investment account is reduced to
zero are not recognized.

Under recent adopted law and policy, the United States Department of Housing and
Urban  Development  ("HUD") has determined  not to renew the Housing  Assistance
Payment  ("HAP")  Contracts  on a long  term  basis on the  existing  terms.  In
connection with renewals of the HAP Contracts under such new law and policy, the
amount of rental  assistance  payments under renewed HAP Contracts will be based
on market rentals instead of above market  rentals,  which may be the case under
existing HAP Contracts.  The payments under the renewed HAP Contracts may not be
in an amount  that  would  provide  sufficient  cash  flow to  permit  owners of
properties  subject to HAP  Contracts to meet the debt service  requirements  of
existing  loans  insured by the Federal  Housing  Administration  of HUD ("FHA")
unless such mortgage loans are  restructured.  In order to address the reduction
in payments under HAP Contracts as a result of this new policy, the Multi-family
Assisted Housing Reform and  Affordability  Act of 1997 ("MAHRAA")  provides for
the  restructuring  of  mortgage  loans  insured  by the  FHA  with  respect  to
properties  subject  to the  Section 8 program.  Under  MAHRAA,  an  FHA-insured
mortgage  loan can be  restructured  into a first  mortgage  loan  which will be
amortized on a current basis and a low interest  second mortgage loan payable to
FHA which will only be payable on  maturity  of the first  mortgage  loan.  This
restructuring results in a reduction in annual debt service payable by the owner
of the  FHA-insured  mortgage  loan and is  expected  to result in an  insurance
payment from FHA to the holder of the  FHA-insured  loan due to the reduction in
the principal amount. MAHRAA also phases out project-based subsidies on selected
properties  serving  families not located in rental markets with limited supply,
converting such subsidies to a tenant-based subsidy.

When the HAP  Contracts are subject to renewal,  there can be no assurance  that
the local limited  partnerships  in which the Partnership has an investment will
be permitted to restructure its mortgage indebtedness under MAHRAA. In addition,
the  economic  impact  on the  Partnership  of the  combination  of the  reduced
payments  under  the  HAP  Contracts  and  the  restructuring  of  the  existing
FHA-insured mortgage loans under MAHRAA is uncertain.

During the six months ended June 30, 2001, the Partnership  sold its interest in
one limited partnership for net proceeds of $65,000. The Partnership  recognized
a gain  from  the sale  equal to the net  proceeds  received  because  it had no
investment balance related to this partnership.

<PAGE>

                           PART II - OTHER INFORMATION



ITEM 1.     LEGAL PROCEEDINGS

On August 27, 1998, two investors holding an aggregate of eight units of limited
partnership  interests  in Real Estate  Associates  Limited  III (an  affiliated
partnership in which NAPICO is the managing  general  partner) and two investors
holding  an  aggregate  of five units of limited  partnership  interest  in Real
Estate Associates Limited VI (another affiliated  partnership in which NAPICO is
the managing general partner)  commenced an action in the United States District
Court for the Central District of California against the Partnership, NAPICO and
certain other  affiliated  entities.  The complaint  alleges that the defendants
breached their fiduciary duty to the limited  partners of certain NAPICO managed
partnerships and made materially false and misleading  statements in the consent
solicitation  statements  sent to the  limited  partners  of  such  partnerships
relating  to  approval  of the  transfer  of  partnership  interests  in limited
partnerships,  owning  certain  of  the  properties,  to  affiliates  of  Casden
Properties  Inc.,  organized  by an  affiliate of NAPICO.  The  plaintiffs  seek
equitable relief, as well as compensatory  damages and litigation related costs.
On August 4, 1999, one investor holding one unit of limited partnership interest
in the Partnership  commenced a virtually  identical action in the United States
District Court for the Central  District of California  against the Partnership,
NAPICO  and  certain  other  affiliated  entities.  The  second  action has been
subsumed in the first action,  which has been  certified as a class  action.  On
August 21, 2001,  plaintiffs  filed a  supplemental  complaint,  which added new
claims,  including for a recission of the transfer of partnership  interests and
an  accounting.  Trial is scheduled  for October 1, 2002.  The managing  general
partner of such NAPICO managed  partnerships  and the other  defendants  believe
that the plaintiffs' claims are without merit and are vigorously  contesting the
actions.

The holder of a purchase  money  promissory  note issued by  Cloverleaf  Limited
Partnership,  one of the  Partnership's  investments,  in the amount of $845,000
plus  accrued  interest  payable  of  $1,130,000  as of June 30,  2002,  filed a
foreclosure action against the Cloverleaf limited  partnership.  The Partnership
and other defendants have answered the complaint and intend to vigorously defend
this action.  The  Partnership  has no investment  balance related to this Local
Partnership.

The holders of three cash flow notes issued by Oshtemo Limited  Dividend Housing
Association,  one of the Partnership's investments,  with an aggregate principal
balance of  $3,825,000  have filed a suit to reduce  the notes to  judgment  and
foreclose on the Partnership's interest in this limited partnership.  Settlement
discussions have begun; however, there is no guarantee that a settlement will be
reached.  The  Partnership  has no  investment  balance  related to this limited
partnership.

As of June 30, 2002,  NAPICO was a plaintiff  or defendant in various  lawsuits.
None of these  suits are related to the  Partnership.  In the opinion of NAPICO,
the claims will not result in any material liability to the Partnership.

ITEM 6.     EXHIBITS AND REPORTS ON FORM 8-K

            a)    Exhibits:

                  Exhibit  3,  Restated  Certificate  and  Agreement  of Limited
                  Partnership  dated May 15, 1984 filed with the  Securities and
                  Exchange  Commission  Form S-11 No.  2-92352,  which is hereby
                  incorporated by reference.

                  Exhibit 99,  Certification  of Chief  Executive  Officer and
                  Chief Financial Officer.

            b)    Reports on Form 8-K:

                  None filed during the quarter ended June 30, 2002.


<PAGE>


                                   SIGNATURES



In accordance with the  requirements of the Exchange Act, the registrant  caused
this  report to be  signed on its  behalf  by the  undersigned,  thereunto  duly
authorized.


                                    HOUSING PROGRAMS LIMITED
                                    (a California limited partnership)


                                    By:   National Partnership Investments Corp.
                                          General Partner


                                    By:   /s/Charles H. Boxenbaum
                                          Charles H. Boxenbaum
                                          Chairman of the Board of Directors
                                          and Chief Executive Officer


                                    By:   /s/Brian H. Shuman
                                          Brian H. Shuman
                                          Chief Financial Officer


                                    Date: August 19, 2002


<PAGE>


Exhibit 99


                          Certification of CEO and CFO
                     Pursuant to 18 U.S.C. Section 1350,
                            As Adopted Pursuant to
                Section 906 of the Sarbanes-Oxley Act of 2002



In connection with the Quarterly  Report on Form 10-QSB of Housing Programs Ltd.
(the "Partnership"),  for the quarterly period ended June 30, 2002 as filed with
the  Securities  and  Exchange  Commission  on the date hereof  (the  "Report"),
Charles H. Boxenbaum,  as the equivalent of the Chief  Executive  Officer of the
Partnership,  and Brian H.  Shuman,  as the  equivalent  of the Chief  Financial
Officer of the Partnership, each hereby certifies, pursuant to 18 U.S.C. Section
1350,  as adopted  pursuant  to Section 906 of the  Sarbanes-Oxley  Act of 2002,
that, to the best of his knowledge:

      (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 results of operations
            of the Partnership.


                                    /s/  Charles H. Boxenbaum
                                    Name:  Charles H. Boxenbaum
                                    Date:  August 19, 2002


                                    /s/  Brian H. Shuman
                                    Name:  Brian H. Shuman
                                    Date:  August 19, 2002


This  certification  accompanies  the  Report  pursuant  to  Section  906 of the
Sarbanes-Oxley  Act of 2002 and shall not,  except to the extent required by the
Sarbanes-Oxley  Act of 2002, be deemed filed by the  Partnership for purposes of
Section 18 of the Securities Exchange Act of 1934, as amended.