FORM 10-K
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC  20549

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934 (FEE REQUIRED)
For the fiscal year endedMarch 31, 2005Commission File Number0-21762                         
                         Gateway Tax Credit Fund III Ltd.             (Exact name of Registrant as specified in its charter)Florida                                    59-3090386(State or other jurisdiction of                   (IRS Employer No.)
 incorporation or organization)880 Carillon Parkway,  St. Petersburg,  Florida    33716    (Address of principal executive offices)          (Zip Code)
Registrant's Telephone No., Including Area Code:(727)567-4830Securities registered pursuant to Section 12(b) of the Act:   None
Securities registered pursuant to Section 12(g) of the Act:
Title of Each Class:  Beneficial Assignee Certificates
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.
                                            YESX       NO 
Indicate by check mark if disclosure of delinquent filers pursuant to item 405
of Regulation S-K (Sec. 229.405 of this chapter) is not contained herein, and
will be contained to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K
or any amendment to this Form 10-K.  X                                                Number of Record Holders
  Title of Each Class                               March 31, 2005Limited Partnership Interest                               2,254
General Partner Interest                                       2

DOCUMENTS INCORPORATED BY REFERENCE

Parts III and IV - Form S-11 Registration Statement and all amendments and supplements thereto.          File No. 33-44238

---

PART I
Item 1.  Business   Gateway Tax Credit Fund III Ltd. ("Gateway") is a Florida Limited Partnership.  The general partners are Raymond James Tax Credit Funds, Inc., the Managing General Partner, and Raymond James Partners, Inc., both sponsors of Gateway Tax Credit Fund III Ltd. and wholly-owned subsidiaries of Raymond James Financial, Inc.  Gateway was formed October 17, 1991 and commenced operations July 16, 1992 with the first admission of Limited Partners.
   Gateway is engaged in only one industry segment, to acquire limited partnership interests in unaffiliated limited partnerships ("Project Partnerships"), each of which owns and operates one or more apartment complexes eligible for Low-Income Housing Tax Credits under Section 42 of the Internal Revenue Code ("Tax Credits"), received over a ten year period.  Subject to certain limitations, Tax Credits may be used by Gateway's investors to reduce their income tax liability generated from other income sources.  Gateway will terminate on December 31, 2040, or sooner, in accordance with the terms of its Limited Partnership Agreement.  As of March 31, 2005, Gateway received capital contributions of $1,000 from the General Partners and from the Limited Partners, $10,395,000 in Series 7, $9,980,000 from Series 8, $6,254,000 from Series 9, $5,043,000 from Series 10 and $5,127,000 from Series 11.
   Gateway offered Limited Partnership units in series.  Each series is treated as though it were a separate partnership, investing in a separate and distinct pool of Project Partnerships.  Net proceeds from each series are used to acquire Project Partnerships which are specifically allocated to such series.  Income or loss and all tax items from the Project Partnerships acquired by each series are specifically allocated among the limited partners of such series.
   Operating profits and losses, cash distributions from operations and Tax Credits are allocated 99% to the Limited Partners and 1% to the General Partners.  Profit or loss and cash distributions from sales of property will be allocated as described in the Limited Partnership Agreement.
   As of March 31, 2005, Gateway had invested in 39 Project Partnerships for Series 7, 43 Project Partnerships for Series 8, 24 Project Partnerships for Series 9, 15 Project Partnerships for Series 10 and 12 Project Partnerships for Series 11.  Gateway acquired its interests in these properties by becoming a limited partner in the Project Partnerships that own the properties.  The primary source of funds for each series is the capital contributions from Limited Partner investors.
   All but eight of the properties are financed with mortgage loans from the Farmers Home Administration (now called United States Department of Agriculture
- Rural Development) ("USDA-RD") under Section 515 of the Housing Act of 1949.  These mortgage loans are made at low interest rates for multi-family housing in rural and suburban areas, with the requirement that the interest savings be passed on to low income tenants in the form of lower rents.  A significant portion of the project partnerships also receive rental assistance from USDA-RD to subsidize certain qualifying tenants.  One property in Series 7 received conventional financing.  One property in Series 9, two properties in Series 10 and one property in Series 11 are fully financed through the HOME Investment Partnerships Program.  These HOME Program loans provide financing at rates of 0 % to 0.5% for a period of 15 to 42 years.  One property in Series 11 is partially financed by HOME.  Two properties in Series 11 received conventional financing.
   Risks related to the operations of Gateway are described in detail on pages 29 through 38 of the Prospectus, as supplemented, under the Caption "Risk Factors" which is incorporated herein by reference.  The investment objectives of Gateway are to:
  1) Provide tax benefits to Limited Partners in the form of Tax Credits during      the period in which each Project is eligible to claim tax credits;
  2) Preserve and protect the capital contribution of Investors;
  3) Participate in any capital appreciation in the value of the Projects; and
  4) Provide passive losses to i) individual investors to offset passive income from      other passive activities, and ii) corporate investors to offset business      income.
   The investment objectives and policies of Gateway are described in detail on pages 39 through 47 of the Prospectus, as supplemented, under the caption "Investment Objectives and Policies" which is incorporated herein by reference.
   Gateway's goal is to invest in a diversified portfolio of Project Partnerships located in rural and suburban locations with a high demand for low income housing. As of March 31, 2005 the Series' investor capital contributions were successfully invested in Project Partnerships which met the investment criteria.  Management anticipates that competition for tenants will only be with other low income housing projects and not with conventionally financed housing.  With a significant number of rural American households living below the poverty level in substandard housing, management believes there will be a continuing demand for affordable low income housing for the foreseeable future.
   Gateway has no direct employees.  Services are performed by the Managing General Partner and its affiliates and by agents retained by it.  The Managing General Partner has full and exclusive discretion in management and control of Gateway.

---

Item 2.  Properties   Gateway owns a majority interest in properties through its limited partnership investments in Project Partnerships.  The largest single net investment in a Project Partnership in Series 7 is 1.3% of the Series' total balance sheet assets, Series 8 is 0.4%, Series 9 is 1.4%, Series 10 is 3.7% and Series 11 is 7.3%.  The following table provides certain summary information regarding the Project Partnerships in which Gateway had an interest as of December 31, 2004:

SERIES 7

|PARTNERSHIP
-----------                                                                                                                                                                                                                                                                                                                                                                                                   | LOCATION OF PROPERTY
-------------------                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         | # OF
UNIT
----                                                                                                             | DATE  
ACQUIRED
--------                                                                                                                                                                                 | PROPERTY
COST  
--------                                                                                                                                                                                                                                                                                                                                                     | OCCU-PANCY
 RATE
-----                                                                                                                                                         
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ | -------------------------------------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Nottingham
Cedar Hollow
Sunrise
Mountain City
Burbank
Washington
Brookstone
Tazewell
N. Irvine
Horton
Manchester
Waynesboro
Lakeland II
Mt. Vernon
Meadow Run
Spring Creek II
Warm Springs
Blue Ridge
Walnut
Pioneer
Dilley
Elsa
Clinch View
Jamestown
Leander
Louisa Sr.
Orchard Commons
Vardaman
Heritage Park
BrooksHollow
Cavalry Crossing
Carson City
Matteson
Pembroke
Robynwood
Atoka
Coalgate
Hill Creek
Cardinal | Pisgah, AL
Waterloo, NE
Mission, SD
Mountain City, TN
Falls City, NE
Bloomfield, NE
McCaysville, GA
New Tazewell, TN
Irvine, KY
Horton, KS
Manchester, GA
Waynesboro, GA
Lakeland, GA
Mt. Vernon, GA
Dawson, GA
Quitman, GA
Warm Springs, GA
Blue Ridge, GA
Elk Point, SD
Mountain View, AR
Dilley, TX
Elsa, TX
Gate City, VA
Jamestown, TN
Leander, TX
Louisa, KY
Crab Orchard, KY
Vardaman, MS
Paze, AZ
Jasper, GA
Ft. Scott, KS
Carson City, KS
Capa, KS
Pembroke, KY
Cynthiana, KY
Atoka, OK
Coalgate, OK
West Blocton, AL
Mountain Home, AR | 18
24
44
40
24
24
40
44
24
24
42
24
30
24
48
24
22
41
24
48
28
40
42
40
36
36
12
24
32
40
40
24
24
16
24
24
24
24
32
----- | 6/92
7/92
7/92
8/92
8/92
9/92
9/92
9/92
9/92
9/92
9/92
9/92
9/92
9/92
9/92
9/92
9/92
9/92
9/92
9/92
9/92
9/92
9/92
9/92
9/92
9/92
9/92
9/92
9/92
9/92
9/92
11/92
11/92
12/92
12/92
1/93
1/93
11/93
11/93 | 724,630
981,291
2,599,037
1,644,237
1,038,175
988,252
1,461,449
1,754,058
1,026,432
932,540
1,474,495
816,325
1,009,647
900,526
1,744,840
808,475
822,966
1,339,143
1,051,011
1,464,416
890,402
1,342,015
1,828,478
1,572,268
1,163,904
1,518,537
479,661
917,568
1,629,781
1,437,999
1,826,822
963,690
954,633
623,304
1,011,684
835,334
828,505
991,546
785,240
---------- | 100%
100%
100%
100%
96%
58%
100%
100%
100%
75%
100%
100%
100%
92%
98%
100%
91%
98%
100%
100%
89%
98%
98%
98%
100%
100%
92%
96%
91%
100%
88%
83%
100%
81%
100%
100%
88%
100%
88%
|                                                                                                                                                                                                                                                                                                                                                                                                                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  | 1,195
=====                                                                                                                |                                                                                                                                                                                                          | 46,183,316
==========                                                                                                                                                                                                                                                                                                                                                        |                                                                                                                                                                                

An average effective rental per unit is $3,982 per year ($332 per month).

---

Item 2 - Properties (continued):
SERIES 8

|PARTNERSHIP
-----------                                                                                                                                                                                                                                                                                                                                                                                                                                                           | LOCATION OF
PROPERTY
-----------                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      | # OF
UNIT
-----                                                                                                                        | DATE  
ACQUIRED
--------                                                                                                                                                                                                           | PROPERTY
COST  
--------                                                                                                                                                                                                                                                                                                                                                                                   | OCCU-
PANCY
RATE
------                                                                                                                                                                   
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Purdy
Galena
Antlers 2
Holdenville
Wetumka
Mariners Cove
Mariners Cove Sr.
Antlers
Bentonville
Deerpoint
Aurora
Baxter
Arbor Gate
Timber Ridge
Concordia Sr.
Mountainburg
Lincoln
Fox Ridge
Meadow View
Sheridan
Morningside
Grand Isle
Meadowview
Taylor
Brookwood
Pleasant Valley
Reelfoot
River Rest
Kirskville
Cimmaron
Kenton
Lovingston
Pontotoc
So. Brenchley
Hustonville
Northpoint
Brooks Field
Brooks Lane
Brooks Point
Brooks Run
Logan Heights
Lakeshore 2
Cottondale | Purdy, MO
Galena, KS
Antlers, OK
Holdenville, OK
Wetumka, OK
Marine City, MI
Marine City, MI
Antlers, OK
Bentonville, AR
Elgin, AL
Aurora, MO
Baxter Springs, KS
Bridgeport, AL
Collinsville, AL
Concordia, KS
Mountainburg, AR
Pierre, SD
Russellville, AL
Bridgeport, NE
Auburn, NE
Kenton, OH
Grand Isle, ME
Van Buren, AR
Taylor, TX
Gainesboro, TN
Lynchburg, TN
Ridgely, TN
Newport, TN
Kirksville, MO
Arco, ID
Kenton, OH
Lovingston, VA
Pontotoc, MS
Rexburg, ID
Hustonville, KY
Jackson, KY
Louisville, GA
Clayton, GA
Dahlonega, GA
Jasper, GA
Russellville, KY
Tuskegee, AL
Cottondale, FL | 16
24
24
24
24
32
24
36
24
24
28
16
24
24
24
24
25
24
16
16
32
16
29
44
44
33
20
34
24
24
46
64
36
30
16
24
32
36
41
24
24
36
25
----- | 12/92
12/92
1/93
1/93
1/93
1/93
1/93
3/93
3/93
3/93
3/93
4/93
5/93
5/93
5/93
6/93
5/93
6/93
6/93
6/93
6/93
6/93
8/93
9/93
9/93
9/93
9/93
9/93
9/93
9/93
9/93
9/93
10/93
10/93
10/93
10/93
10/93
10/93
10/93
10/93
11/93
12/93
1/94 | 589,593
793,842
787,859
892,598
812,853
1,312,357
1,016,907
1,321,039
758,489
932,474
914,066
561,950
942,104
919,225
826,389
883,990
1,128,108
902,785
994,717
782,128
1,189,817
1,168,437
727,767
1,529,792
1,812,406
1,358,100
829,848
1,404,539
831,492
1,134,652
1,781,759
2,731,196
1,340,968
1,575,088
697,695
1,088,279
1,177,691
1,355,685
1,659,514
924,678
951,730
1,427,503
948,319
---------- | 94%
96%
92%
96%
100%
94%
96%
86%
96%
79%
93%
88%
88%
92%
88%
88%
100%
92%
100%
94%
100%
63%
94%
100%
95%
100%
100%
97%
92%
83%
93%
100%
100%
100%
94%
96%
100%
100%
100%
100%
88%
100%
96%
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       | 1,207
=====                                                                                                                            |                                                                                                                                                                                                                                    | 47,720,428
==========                                                                                                                                                                                                                                                                                                                                                                                      |                                                                                                                                                                                           

An average effective rental per unit is $3,894 per year ($325 per month).

---

Item 2 - Properties (continued):
SERIES 9

|PARTNERSHIP
-----------                                                                                                                                                                                                                  | LOCATION OF
PROPERTY
-----------                                                                                                                                                                                                                                                                                        | # OF
UNIT
-----                                                               | DATE  
ACQUIRED
--------                                                                                                               | PROPERTY
COST  
--------                                                                                                                                                                                                             | OCCU-PANCY
RATE
------                                                                                
|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ | ------------------------------------------------------------------------------------------------------
|Jay
Boxwood
Stilwell 3
Arbor Trace
Arbor Trace 2
Omega
Cornell 2
Elm Creek
Marionville
Lamar
Mt. Glen
Centreville
Skyview
Sycamore
Bradford
Cedar Lane
Stanton
Abernathy
Pembroke
Meadowview
Town Branch
Fox Run
Maple Street
Manchester | Jay, OK
Lexington, TX
Stilwell, OK
Lake Park, GA
Lake Park, GA
Omega, GA
Watertown, SD
Pierre, SD
Marionville, MO
Lamar, AR
Heppner, OR
Centreville, AL
Troy, AL
Coffeyville, KS
Cumberland, KY
London, KY
Stanton, KY
Abernathy, TX
Pembroke, KY
Greenville, AL
Mt. Vernon, KY
Ragland, AL
Emporium, PA
Manchester, GA | 24
24
16
24
42
36
24
24
20
24
24
24
36
40
24
24
24
24
24
24
24
24
32
18
----- | 9/93
9/93
9/93
11/93
11/93
11/93
11/93
11/93
11/93
12/93
12/93
12/93
12/93
12/93
12/93
12/93
12/93
1/94
1/94
2/94
12/93
3/94
3/94
5/94 | 810,597
770,939
587,132
918,358
1,806,434
1,407,304
1,188,260
1,208,680
719,608
904,325
1,078,555
980,387
1,418,897
1,837,170
1,055,632
1,008,022
1,001,158
781,898
1,006,295
1,136,913
984,410
978,194
1,712,081
735,614
---------- | 96%
100%
75%
100%
100%
97%
92%
75%
90%
92%
92%
96%
97%
95%
100%
100%
96%
100%
88%
96%
100%
92%
97%
94%
|                                                                                                                                                                                                                                         |                                                                                                                                                                                                                                                                                                                         | 624
=====                                                                     |                                                                                                                                        | 26,036,863
==========                                                                                                                                                                                                                |                                                                                                       

An average effective rental per unit is $3,845 per year ($320 per month).

---

Item 2 - Properties (continued):
SERIES 10

|PARTNERSHIP
-----------                                                                                                                            | LOCATION OF
PROPERTY
-----------                                                                                                                                                               | # OF
UNIT
-----                                   | DATE  
ACQUIRED
--------                                                    | PROPERTY
COST  
--------                                                                                                                                   | OCCU-PANCY
RATE
------                                           
|-------------------------------------------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ------------------------------------------------- | --------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------- | -----------------------------------------------------------------
|Redstone
Albany
Oak Terrace
Wellshill
Applegate
Heatherwood
Peachtree
Donna
Wellsville
Tecumseh
Clay City
Irvine West
New Castle
Stigler
Courtyard | Challis, ID
Albany, KY
Bonifay, FL
West Liberty, KY
Florence, AL
Alexander, AL
Gaffney, SC
Donna, TX
Wellsville, NY
Tecumseh, NE
Clay City, KY
Irvine, KY
New Castle, KY
Stigler, OK
Huron, SD | 24
24
18
32
36
36
28
50
24
24
24
24
24
20
21
---- | 11/93
1/94
1/94
1/94
2/94
2/94
3/94
1/94
2/94
4/94
5/94
5/94
5/94
7/94
8/94 | 1,152,701
1,042,529
664,480
1,350,944
1,852,432
1,620,254
1,092,796
1,778,667
1,383,576
1,129,704
1,039,008
1,093,707
1,023,606
754,056
777,951
---------- | 83%
100%
100%
100%
86%
97%
89%
100%
96%
92%
100%
96%
96%
100%
90%
|                                                                                                                                                   |                                                                                                                                                                                                | 409
====                                          |                                                                             | 17,756,411
==========                                                                                                                                      |                                                                  

An average effective rental per unit is $3,913 per year ($326 per month).

---

Item 2 - Properties (continued):
SERIES 11

|PARTNERSHIP
-----------                                                                                    | LOCATION OF
PROPERTY
-----------                                                                                                                           | # OF
UNIT
-----                         | DATE  
ACQUIRED
--------                                              | PROPERTY
COST  
--------                                                                                              | OCCU-PANCY
RATE
-----                             
|---------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------- | --------------------------------------- | --------------------------------------------------------------------- | --------------------------------------------------------------------------------------------------------------------- | --------------------------------------------------
|Homestead
Mountain Oak
Eloy
Gila Bend
Creekstone
Tifton
Cass Towne
Warsaw
Royston
Red Bud
Cardinal
Parsons | Pinetop, AZ
Collinsville, AL
Eloy, AZ
Gila Bend, AZ
Dallas, GA
Tifton, GA
Cartersville, GA
Warsaw, VA
Royston, GA
Mokane, MO
Mountain Home, AR
Parsons, KS | 32
24
24
36
40
36
10
56
25
8
32
38
---- | 9/94
9/94
11/94
11/94
12/94
12/94
12/94
12/94
12/94
12/94
12/94
12/94 | 1,810,132
888,793
997,127
1,371,805
2,008,604
1,706,886
329,002
3,366,105
935,159
301,564
512,292
1,376,239
--------- | 97%
79%
83%
81%
95%
97%
100%
100%
100%
88%
94%
76%
|                                                                                                           |                                                                                                                                                            | 361
====                                |                                                                       | 15,603,708     

==========                                                                                           |                                                   

An average effective rental per unit is $4,213 per year ($351 per month).

---

Item 2 - Properties (continued):
A summary of the cost of the properties at December 31, 2004, 2003 and 2002 is as follows:
                                      12/31/04

|                                                                                                                                               | SERIES 7                                                                                                         | SERIES 8                                                                                                         | SERIES 9                                                                                                           
|---------------------------------------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------------
|Land
Land Improvements
Buildings
Furniture and Fixtures
Construction in Progress
Properties, at Cost
Less: Accum. Depreciation
Properties, Net | $ 1,632,366
387,220
42,243,157
1,920,573
0
-----------
46,183,316
17,552,593
-----------
$28,630,723
=========== | $ 1,978,809
416,985
43,408,843
1,915,791
0
-----------
47,720,428
17,821,451
-----------
$29,898,977
=========== | $ 1,099,659
191,080
23,642,433
1,096,825
6,866
-----------
26,036,863
8,872,295
-----------
$17,164,568
===========



|                                                                                                                                               | SERIES 10                                                                                                    | SERIES 11                                                                                                    | TOTAL                                                                                                                        
|---------------------------------------------------------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------ | ------------------------------------------------------------------------------------------------------------ | -----------------------------------------------------------------------------------------------------------------------------
|Land
Land Improvements
Buildings
Furniture and Fixtures
Construction in Progress
Properties, at Cost
Less: Accum. Depreciation
Properties, Net | $   648,625
94,649
16,376,552
636,585
0
-----------
17,756,411
5,103,348
-----------
$12,653,063
=========== | $   599,197
18,163
14,401,963
584,385
0
-----------
15,603,708
4,809,337
-----------
$10,794,371
=========== | $  5,958,656
1,108,097
140,072,948
6,154,159
6,866
------------
153,300,726
54,159,024
------------
$ 99,141,702
============

12/31/03

|                                                                                                                                               | SERIES 7                                                                                                         | SERIES 8                                                                                                         | SERIES 9                                                                                                           
|---------------------------------------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------------
|Land
Land Improvements
Buildings
Furniture and Fixtures
Construction in Progress
Properties, at Cost
Less: Accum. Depreciation
Properties, Net | $ 1,725,382
230,375
42,171,835
1,863,080
0
-----------
45,990,672
16,066,571
-----------
$29,924,101
=========== | $ 1,978,809
458,457
43,376,314
1,837,939
0
-----------
47,651,519
16,318,595
-----------
$31,332,924
=========== | $ 1,099,659
191,080
23,642,954
1,080,527
6,866
-----------
26,021,086
8,088,865
-----------
$17,932,221
===========



|                                                                                                                                               | SERIES 10                                                                                                    | SERIES 11                                                                                                    | TOTAL                                                                                                                      
|---------------------------------------------------------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------ | ------------------------------------------------------------------------------------------------------------ | ---------------------------------------------------------------------------------------------------------------------------
|Land
Land Improvements
Buildings
Furniture and Fixtures
Construction in Progress
Properties, at Cost
Less: Accum. Depreciation
Properties, Net | $   648,625
62,866
16,354,880
607,108
0
-----------
17,673,479
4,636,704
-----------
$13,036,775
=========== | $   599,197
18,163
14,394,066
560,216
0
-----------
15,571,642
4,302,127
-----------
$11,269,515
=========== | $  6,051,672
960,941
139,940,049
5,948,870
6,866
------------
152,908,398
49,412,862
------------
$103,495,536
============

---

12/31/02

|                                                                                                                      | SERIES 7                                                                                                       | SERIES 8                                                                                                       | SERIES 9                                                                                                     
|--------------------------------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------
|Land
Land Improvements
Buildings
Furniture and Fixtures
Properties, at Cost
Less: Accum. Depreciation
Properties, Net | $ 1,634,610
206,488
42,091,649
1,752,517
-----------
45,685,264
14,581,914
-----------
$31,103,350
=========== | $ 1,978,809
441,428
43,361,894
1,759,346
-----------
47,541,477
14,711,554
-----------
$32,829,923
=========== | $ 1,099,659
191,080
23,636,482
1,056,807
-----------
25,984,028
7,296,692
-----------
$18,687,336
===========



|                                                                                                                      | SERIES 10                                                                                                  | SERIES 11                                                                                                 | TOTAL                                                                                                                
|--------------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------
|Land
Land Improvements
Buildings
Furniture and Fixtures
Properties, at Cost
Less: Accum. Depreciation
Properties, Net | $   648,625
62,866
16,357,375
568,197
-----------
17,637,063
4,174,124
-----------
$13,462,939
=========== | $   599,197
4,695
14,357,965
514,886
-----------
15,476,743
3,784,175
-----------
$11,692,568
=========== | $  5,960,900
906,557
139,805,365
5,651,753
------------
152,324,575
44,548,459
------------
$107,776,116
============

Item 3.  Legal Proceedings   Gateway is not a party to any material pending legal proceedings.
Item 4.  Submission of Matters to a Vote of Security Holders   As of March 31, 2005, no matters were submitted to a vote of security holders, through the solicitation of proxies or otherwise.

---

PART II

Item 5.  Market for the Registrant's Securities and Related Security Holder Matters   (a)   Gateway's Limited Partnership interests are not publicly traded.  There is no market for Gateway's Limited Partnership interests and it is unlikely that any will develop.  No transfers of Limited Partnership Interests are permitted without the prior written consent of the Managing General Partner.  There have been several transfers from inception to date with most being from individuals to their trusts or heirs.  The Managing General Partner is not aware of the price at which Limited Partnership units are transferred.  The criteria for and the details regarding transfers are found on pages A-28 and A-29 of the Limited Partnership Agreement under ARTICLE XII under the caption "Transfers of Units" found in the Prospectus, which is incorporated herein by reference.
   There have been no distributions to Limited Partner investors from inception to date.
   (b)   Approximate Number of Equity Security Holders:
                                               Number of Holders
     Title of Class                           as of March 31, 2005Limited Partner Interest                              2,254
General Partner Interest                                  2
Item 6.  Selected Financial DataFOR THE YEARS ENDED MARCH 31,

|SERIES 7                                                                                       | 2005
----             | 2004
----             | 2003
----              | 2002
----             | 2001
----              
|---------------------------------------------------------------------------------------------- | --------------------- | --------------------- | ---------------------- | --------------------- | -----------------------
|Total Revenues                                                                                 | $  24,233             | $  14,725             | $  23,088              | $  24,734             | $   12,886             
|Net Loss                                                                                       | (261,487)             | (261,362)             | (233,056)              | (390,210)             | (508,769)              
|Equity in Losses of Project Partnerships                                                       | (139,599)             | (130,277)             | (137,118)              | (317,296)             | (434,461)              
|Total Assets                                                                                   | 1,561,768             | 1,737,330             | 1,979,828              | 2,171,233             | 2,509,975              
|Investments In Project Partnerships                                                            | 965,655               | 1,127,941             | 1,278,834              | 1,436,847             | 1,773,751              
|Per Weighted Average Limited Partnership Unit: (A)
Tax Credits
Portfolio
  Income
Passive Loss | 21.36 
4.56 
(109.79) | 92.87 
5.38 
(121.02) | 163.08  
6.94
(113.17) | 163.08
11.28
(129.83) | 161.40
13.30  
(131.90)
|Net Loss                                                                                       | (24.90)               | (24.89)               | (22.20)                | (37.16)               | (48.45)                

---

FOR THE YEARS ENDED MARCH 31,

|SERIES 8                                                                                       | 2005
----             | 2004
----              | 2003
----              | 2002
----             | 2001
----             
|---------------------------------------------------------------------------------------------- | --------------------- | ---------------------- | ---------------------- | --------------------- | ----------------------
|Total Revenues                                                                                 | $   16,447            | $   20,098             | $   19,195             | $   10,297            | $   7,011             
|Net Loss                                                                                       | (179,166)             | (176,442)              | (193,325)              | (365,765)             | (539,766)             
|Equity in Losses of Project
Partnerships                                                       | (41,395)              | (39,434)               | (82,830)               | (272,241)             | (457,729)             
|Total Assets                                                                                   | 1,013,718             | 1,163,295              | 1,305,623              | 1,442,531             | 1,749,931             
|Investments In Project Partnerships                                                            | 461,161               | 512,795                | 560,231                | 654,569               | 940,463               
|Per Weighted Average Limited Partnership Unit: (A)
Tax Credits
Portfolio
  Income
Passive Loss | 56.12 
5.23 
(121.46) | 140.61 
5.04 
(127.45) | 162.03 
7.29 
(125.60) | 162.38
11.09
(142.75) | 160.80 
12.30
(141.80)
|Net Loss                                                                                       | (17.77)               | (17.50)                | (19.18)                | (36.28)               | (53.54)               

FOR THE YEARS ENDED MARCH 31,

|SERIES 9                                                                                       | 2005
----              | 2004
----              | 2003
----              | 2002
----            | 2001
----            
|---------------------------------------------------------------------------------------------- | ---------------------- | ---------------------- | ---------------------- | -------------------- | ---------------------
|Total Revenues                                                                                 | $   7,752              | $   4,246              | $   4,433              | $   4,800            | $   1,719            
|Net Loss                                                                                       | (234,846)              | (311,941)              | (346,402)              | (407,619)            | (457,177)            
|Equity in Losses of Project Partnerships                                                       | (157,684)              | (230,291)              | (279,770)              | (355,237)            | (409,450)            
|Total Assets                                                                                   | 1,180,228              | 1,395,878              | 1,676,155              | 1,982,691            | 2,326,088            
|Investments In Project Partnerships                                                            | 798,862                | 967,040                | 1,211,933              | 1,506,444            | 1,849,358            
|Per Weighted Average Limited Partnership Unit: (A)
Tax Credits
Portfolio
  Income
Passive Loss | 102.00 
3.98 
(105.86) | 153.39 
4.44 
(112.92) | 154.93 
6.10 
(127.50) | 154.93
9.42
(136.20) | 153.40
11.40
(130.00)
|Net Loss                                                                                       | (37.18)                | (49.38)                | (54.84)                | (64.53)              | (72.37)              

---

FOR THE YEARS ENDED MARCH 31,

|SERIES 10                                                                                      | 2005
----            | 2004
----             | 2003
----             | 2002
----            | 2001
----            
|---------------------------------------------------------------------------------------------- | -------------------- | --------------------- | --------------------- | -------------------- | ---------------------
|Total Revenues                                                                                 | $   2,511            | $   1,932             | $     750             | $       0            | $       0            
|Net Loss                                                                                       | (186,236)            | (228,743)             | (246,694)             | (227,243)            | (321,107)            
|Equity in Losses of Project Partnerships                                                       | (133,597)            | (175,628)             | (201,773)             | (191,862)            | (292,747)            
|Total Assets                                                                                   | 1,945,888            | 2,223,393             | 2,442,508             | 2,674,512            | 2,889,469            
|Investments In Project Partnerships                                                            | 1,661,049            | 1,815,475             | 2,014,742             | 2,232,728            | 2,451,287            
|Per Weighted Average Limited Partnership Unit: (A)
Tax Credits
Portfolio
  Income
Passive Loss | 106.09 
6.36 
111.19 | 151.14 
6.94 
(89.01) | 151.14 
8.34 
(93.89) | 151.14
10.98
(96.98) | 149.60
12.50
(105.00)
|Net Loss                                                                                       | 36.58                | (44.91)               | (48.43)               | (44.61)              | (63.04)              

FOR THE YEARS ENDED MARCH 31,

|SERIES 11                                                                                      | 2005
----           | 2004
----             | 2003
----             | 2002
----            | 2001
----           
|---------------------------------------------------------------------------------------------- | ------------------- | --------------------- | --------------------- | -------------------- | --------------------
|Total Revenues                                                                                 | $   2,783           | $   2,182             | $       0             | $       0            | $       0           
|Net Loss                                                                                       | (153,967)           | (143,577)             | (207,311)             | (209,234)            | (202,390)           
|Equity in Losses of Project Partnerships                                                       | (112,606)           | (101,608)             | (169,857)             | (180,099)            | (181,405)           
|Total Assets                                                                                   | 3,034,176           | 3,228,629             | 3,377,050             | 3,590,467            | 3,797,213           
|Investments In Project Partnerships                                                            | 2,664,780           | 2,799,412             | 2,914,130             | 3,111,560            | 3,328,681           
|Per Weighted Average Limited Partnership Unit: (A)
Tax Credits
Portfolio
  Income
Passive Loss | 145.72 
4.33 
99.03 | 147.19 
4.71 
(75.39) | 147.20 
6.21 
(61.45) | 147.20
10.16
(56.98) | 145.70
11.70
(61.40)
|Net Loss                                                                                       | 29.73               | (27.72)               | (40.03)               | (40.40)              | (39.08)             

1. The tax information is as of December 31, the year end for tax purposes.
The above selected financial data should be read in conjunction with the financial statements and related notes appearing elsewhere in this report.  This statement is not covered by the auditor's opinion included elsewhere in this report.

---

Item 7.  Management's Discussion and Analysis of Financial Condition and Results of OperationsResults of Operations, Liquidity and Capital Resources
   Operations commenced on July 16, 1992 with the first admission of Limited Partners in Series 7.  The proceeds from Limited Partner investors' capital contributions available for investment are used to acquire interests in Project Partnerships.
   As disclosed on the statement of operations for each Series, except as described below, interest income is comparable for the years ended March 31, 2005, March 31, 2004 and March 31, 2003.
   The capital resources of each Series are used to pay General and Administrative operating costs including personnel, supplies, data processing, travel and legal and accounting associated with the administration and monitoring of Gateway and the Project Partnerships.  The capital resources are also used to pay the Asset Management Fee due the Managing General Partner, but only to the extent that Gateway's remaining resources are sufficient to fund Gateway's ongoing needs.  (Payment of any Asset Management Fee unpaid at the time Gateway sells its interests in the Project Partnerships is subordinated to the investors' return of their original capital contribution.)
   The sources of funds to pay the operating costs of each Series are short-term investments and interest earned thereon, the maturity of U.S. Treasury Security Strips ("Zero Coupon Treasuries"), which were purchased with funds set aside for this purpose, and cash distributed to the Series from the operations of the Project Partnerships.
   Series 7 - Gateway closed this series on October 16, 1992 after receiving $10,395,000 from 635 Limited Partner investors.  As of March 31, 2005, the series had invested $7,732,089 in 39 Project Partnerships located in 14 states containing 1,195 apartment units.  Average occupancy of the Project Partnerships was 96% at December 31, 2004.
   Equity in losses of Project Partnerships for the year ended March 31, 2004 of $130,277 were comparable to the Equity in Losses of Project Partnerships for the year ended March 31, 2005 of $139,599. In general, it is common in the real estate industry to experience losses for financial and tax reporting purposes because of the non-cash expenses of depreciation and amortization. (These Project Partnerships reported depreciation and amortization of $1,467,030, $1,489,791 and $1,494,903 for the periods ended December 31, 2002, 2003 and 2004, respectively.) As a result, management expects that this Series, as well as the Series described below, will report its equity in Project Partnerships as a loss for tax and financial reporting purposes. Overall management believes the Project Partnerships are operating as expected and are generating tax credits, which meet projections.
   At March 31, 2005, the Series had $383,342 of short-term investments (Cash and Cash Equivalents).  It also had $212,771 in Zero Coupon Treasuries with annual maturities providing $72,000 in fiscal year 2005 increasing to $86,000 in fiscal year 2008.  Management believes the sources of funds are sufficient to meet current and ongoing operating costs for the foreseeable future, and to pay part of the Asset Management Fee.
   As disclosed on the statement of cash flows, the Series had a net loss of $261,487 for the year ending March 31, 2005.  However, after adjusting for Equity in Losses of Project Partnerships of $139,599 and the changes in operating assets and liabilities, net cash used in operating activities was $29,828.  Cash provided by investing activities totaled $69,297 consisting of $39,581 in cash distributions from the Project Partnerships and $29,716 from matured Zero Coupon Treasuries.  There were no unusual events or trends to describe.
   Series 8 - Gateway closed this Series on June 28, 1993 after receiving $9,980,000 from 664 Limited Partner investors.  As of March 31, 2005, the series had invested $7,586,105 in 43 Project Partnerships located in 18 states containing 1,207 apartment units.  Average occupancy of the Project Partnerships was 95% at December 31, 2004.
   Equity in Losses of Project Partnerships decreased from $82,830 for the year ended March 31, 2003 to $39,434 for the year ended March 31, 2004 and increased to $41,395 for the year ended March 31, 2005.  The decreases resulted from not including suspended losses, which increased from $865,760 for the year ended March 31, 2003 to $937,357 for the year ended March 31, 2004 and decreased to $843,660 for the year ended March 31, 2005, as these losses would reduce the investment in Project Partnerships below zero.  (These Project Partnerships reported depreciation and amortization of $1,516,946, $1,525,330 and $1,512,305 for the periods ended December 31, 2002, 2003 and 2004, respectively.) Overall management believes the Project Partnerships are operating as expected and are generating tax credits which meet projections.
   At March 31, 2005, the Series had $325,662 of short-term investments (Cash and Cash Equivalents).  It also had $202,675 in Zero Coupon Treasuries with annual maturities providing $72,000 in fiscal year 2005 increasing to $82,000 in fiscal year 2008.  Management believes the sources of funds are sufficient to meet current and ongoing operating costs for the foreseeable future, and to pay part of the Asset Management Fee.
   As disclosed on the statement of cash flows, the Series had a net loss of $179,166 for the year ending March 31, 2005.  However, after adjusting for Equity in Losses of Project Partnerships of $41,395 and the changes in operating assets and liabilities, net cash used in operating activities was $102,448 of which $60,000 was the Asset Management Fee actually paid.  Cash provided by investing activities totaled $54,211 consisting of $24,132 received in cash distributions from the Project Partnerships and $30,079 from matured Zero Coupon Treasuries.  Management believes the sources of funds are sufficient to meet current and ongoing operating costs for the foreseeable future, and to pay part of the Asset Management Fee.  There were no unusual events or trends to describe.
   Series 9 - Gateway closed this Series on September 30, 1993 after receiving $6,254,000 from 406 Limited Partner investors.  As of March 31, 2005, the series had invested $4,914,116 in 24 Project Partnerships located in 11 states containing 624 apartment units.  Average occupancy of the Project Partnerships was 95% at December 31, 2004.
   The Equity in Losses of Project Partnerships decreased from $279,770 for the year ended March 31, 2003 to $230,291 for the year ended March 31, 2004 to $157,684 for the year ended March 31, 2005.  The decrease from March 31, 2003 to March 31, 2004 was a primarily a result of an increase in Project Partnership rental revenue for 2004 offset by a reduction in the amount of suspended losses for the year.  The decrease from March 31, 2004 to March 31, 2005 was primarily a result of increased Project Partnership rental revenue of approximately $110,000 offset by an increase in Project Partnership operating expenses of approximately $46,000.  (These Project Partnerships reported depreciation and amortization of $807,268, $792,503 and $786,226 for the years ended December 31, 2002, 2003 and 2004, respectively.)  Overall management believes the Project Partnerships are operating as expected and are generating tax credits which meet projections.
   At March 31, 2005, the Series had $229,897 of short-term investments (Cash and Cash Equivalents).  It also had $151,469 in Zero Coupon Treasuries with annual maturities providing $39,000 in fiscal year 2005 increasing to $47,000 in fiscal year 2009.  Management believes the sources of funds are sufficient to meet current and ongoing operating costs for the foreseeable future, and to pay part of the Asset Management Fee.
   As disclosed on the statement of cash flows, the Series had a net loss of $234,846 for the period ending March 31, 2005.  After adjusting for Equity in Losses of Project Partnerships of $157,684 and the changes in operating assets and liabilities, net cash used in operating activities was $54,646.  Cash provided by investing activities totaled $35,641 consisting of $15,869 received in cash distributions from the Project Partnerships and $19,772 from matured Zero Coupon

Treasuries.  Management believes the sources of funds are sufficient to meet current and ongoing operating costs for the foreseeable future, and to pay part of the Asset Management Fee.  There were no unusual events or trends to describe.
   Series 10 - Gateway closed this Series on January 21, 1994 after receiving $5,043,000 from 325 Limited Partner investors.  As of March 31, 2005, the series had invested $3,914,672 in 15 Project Partnerships located in 10 states containing 409 apartment units.  Average occupancy of the Project Partnerships was 95% at December 31, 2004.
   The Equity in Losses of Project Partnerships decreased from $175,628 for the year ended March 31, 2004 to $133,597 for the year ended March 31, 2005 as a result of not including losses of $73,357, as these losses would reduce the investment in certain Project Partnerships below zero.  Equity in Losses of Project Partnerships decreased from $201,773 for the year ended March 31, 2003 to $175,628 for the year ended March 31, 2004 primarily as a result of an increase in total revenues of approximately $94,000 offset by an increase in total expenses of approximately $71,000.  (These Project Partnerships reported depreciation and amortization of $465,739, $465,268 and $469,719 for the years ended December 31, 2002, 2003, and 2004 respectively.)  Overall management believes the Project Partnerships are operating as expected and are generating tax credits, which meet projections.
   At March 31, 2005, the Series had $142,638 of short-term investments (Cash and Cash Equivalents).  It also had $142,201 in Zero Coupon Treasuries with annual maturities providing $28,000 in fiscal year 2005 increasing to $40,000 in fiscal year 2010.  Management believes the sources of funds are sufficient to meet current and ongoing operating costs for the foreseeable future, and to pay part of the Asset Management Fee.
   As disclosed on the statement of cash flows, the Series had net loss of $186,326 for the year ending March 31, 2005.  After adjusting for Equity in Losses of Project Partnerships of $133,597 and the changes in operating assets and liabilities, net cash used in operating activities was $138,256 of which $125,000 was the Asset Management Fee actually paid.  Cash provided by investing activities totaled $33,047 consisting of $19,197 received in cash distributions from the Project Partnerships and $13,850 from matured Zero Coupon Treasuries.  Management believes the sources of funds are sufficient to meet current and ongoing operating costs for the foreseeable future, and to pay part of the Asset Management Fee.  There were no unusual events or trends to describe.
   Series 11 - Gateway closed this Series on April 29, 1994 after receiving $5,127,000 from 330 Limited investors.  As of March 31, 2005 the series had invested $4,128,042 in 12 Project Partnerships located in 7 states containing 361 apartments. Average occupancy of the Project Partnerships was 91% at December 31, 2004.
   Equity in losses of Project Partnerships were comparable for the years ended March 31, 2004 and 2005.  Equity in losses decreased from $169,857 for the year ended March 31, 2003 to $101,608 for the year ended March 31, 2004 primarily as a result of an increase in the amount of suspended losses.  (These Project Partnerships reported depreciation and amortization of $530,098, $530,705 and $511,998 for the periods ended December 31, 2002, 2003 and 2004.)  Overall management believes the Project Partnerships are operating as expected and are generating tax credits which meet projections.
   At March 31, 2005, the Series had $199,931 of short-term investments (Cash and Cash Equivalents).  It also had $161,174 in Zero Coupon Treasuries with annual maturities providing $34,000 in fiscal year 2005 increasing to $44,000 in fiscal year 2010.  Management believes the sources of funds are sufficient to meet current and ongoing operating costs for the foreseeable future, and to pay part of the Asset Management Fee.
   As disclosed on the statement of cash flows, the Series had net loss of $153,967 for the year ending March 31, 2005.  After adjusting for Equity in Losses of Project Partnerships of $112,606 and the changes in operating assets and liabilities, net cash used in operating activities was $81,790 of which $164,000 was the Asset Management Fee actually paid.  Cash provided by investing activities totaled $34,083 consisting of $15,617 from matured Zero Coupon Treasures and $18,466 received in cash distributions from Project Partnerships.  Management believes the sources of funds are sufficient to meet current and ongoing operating costs for the foreseeable future, and to pay part of the Asset Management Fee.  There were no unusual events or trends to describe.Disclosure of Contractual Obligations

|                                                                                   |               | Payment due by period
|---------------------------------------------------------------------------------- | ------------- | ---------------------
|Contractual Obligations                                                            | Total         | Less than 1 year     
|                                                                                   |               |                      
|Long-Term Debt Obligations                                                         |               |                      
|Capital Lease Obligations                                                          |               |                      
|Operating Lease Obligations                                                        |               |                      
|Purchase Obligations                                                               |               |                      
|Other Long-Term Liabilities Reflected on the Registrant's Balance Sheet under GAAP | 1,664,412 (1) | 121,591              

(1)  The Other Long-Term Liabilities represent the asset management fees owed to the General Partners as of 03/31/2005.  It is unsecured, due on demand and, in accordance with the limited partnership agreement, non-interest bearing.  As referred to in Note 4, the Managing General Partner does not intend to demand payment of the portion of this balance reflected as due in greater than one year within the next 12 months.

Item 8.  Financial Statements and Supplementary Data

---

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Partners of Gateway Tax Credit Fund III Ltd.

We have audited the accompanying balance sheets of each of the five Series (Series 7 through 11) constituting Gateway Tax Credit Fund III Ltd. (a Florida Limited Partnership) as of March 31, 2005 and 2004 and the related statements of operations, partners' equity (deficit), and cash flows of each of the five Series for each of the three years in the period then ended.  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 did not audit the financial statements of certain Project Partnerships for which the net investments included on the balance sheets as of March 31, 2005 and 2004 and net losses included on the statements of operations for each of the three years in the period ended March 31, 2005 are:

|          | Net Investment
March 31,
--------- | Partnership Loss
Year Ended March 31,
---------------------
|--------- | ---------------------------------- | -----------------------------------------------------------
|          | 2005
----                          | 2004
----                                                  
|          |                                    |                                                            
|Series 7  | $4,735                             | $808,615                                                   
|Series 8  | 48,806                             | 349,287                                                    
|Series 9  | 432,006                            | 629,110                                                    
|Series 10 | 1,095,709                          | 1,415,934                                                  
|Series 11 | 1,743,260                          | 2,304,735                                                  



Those statements were audited by other auditors whose reports have been furnished to us, and our opinion, insofar as it relates to the amounts included for such underlying partnerships, is based solely on the reports of the other auditors.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States).  Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement.  The Partnership is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting.  Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Partnership's internal control over financial reporting.  Accordingly we express no such opinion.  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 management, as well as evaluating the overall financial statement presentation.  We believe that our audits and the reports of other auditors provide a reasonable basis for our opinion.

In our opinion, based on our audits and the reports of other auditors, the financial statements referred to above present fairly, in all material respects, the financial position of each of the five Series (Series 7 through 11) constituting Gateway Tax Credit Fund III Ltd. as of March 31, 2005 and 2004, and the results of their operations and their cash flows for each of the three years in the period then ended in conformity with accounting principles generally accepted in the United States of America.

Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole.  The schedules listed under Item 14(a)(2) in the index are presented for purposes of complying with the Securities and Exchange Commission's rules and are not part of the basic financial statements.  These schedules have been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, based on our audits and the reports of other auditors, fairly stated in all material respects the financial data required to be set forth therein in relation to the basic financial statements taken as a whole.

/s/ Spence, Marston, Bunch, Morris & Co.
                                         SPENCE, MARSTON, BUNCH, MORRIS & CO.
                                         Certified Public Accountants
Clearwater, Florida
June 27, 2005

---

GATEWAY TAX CREDIT FUND III LTD.(A Florida Limited Partnership)BALANCE SHEET
MARCH 31, 2005 AND 2004

|SERIES 7                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   | 2005
----                                                                                                                                                                                                                                    | 2004
----                                                                                                                                                                                                                                       
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|ASSETS
Current Assets:
 Cash and Cash Equivalents
 Investments in Securities
  Total Current Assets
 Investments in Securities
 Investments in Project Partnerships, Net
    Total Assets
LIABILITIES AND PARTNERS' EQUITY
Current Liabilities:
 Payable to General Partners
  Total Current Liabilities
Long Term Liabilities:
 Payable to General Partners
Partners' Equity (deficit):
Limited Partners (10,395 units for Series 7, 9,980 for Series 8, 6,254 for Series 9, 5,043 for Series 10 and 5,127 for Series 11 at March 31, 2005 and 2004)
General Partners
  Total Partners' Equity
    Total Liabilities and Partners' Equity | $  383,342 
72,445 
-----------
455,787 
140,326 
965,655 
-----------
$1,561,768 
===========
$   53,630 
-----------
53,630 
-----------
557,979 
-----------
1,031,936 
(81,777)
-----------
950,159 
-----------
$1,561,768 
=========== | $  343,873 
67,834 
-----------
411,707 
197,682 
1,127,941 
-----------
$1,737,330 
===========
$   72,070 
-----------
72,070 
-----------
453,614 
-----------
1,290,808 
(79,162)
-----------
1,211,646 
-----------
$1,737,330 
===========

See accompanying notes to financial statements.

---

GATEWAY TAX CREDIT FUND III LTD.(A Florida Limited Partnership)BALANCE SHEET
MARCH 31, 2005 AND 2004

|SERIES 8                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        | 2005
----                                                                                                                                                                                                              | 2004
----                                                                                                                                                                                                            
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|ASSETS
Current Assets:
 Cash and Cash Equivalents
 Investments in Securities
 Accounts Receivable
  Total Current Assets
 Investments in Securities
 Investments in Project Partnerships, Net
    Total Assets
LIABILITIES AND PARTNERS' EQUITY
Current Liabilities:
 Payable to General Partners
  Total Current Liabilities
Long Term Liabilities:
 Payable to General Partners
Partners' Equity (deficit):
Limited Partners (10,395 units for Series 7, 9,980 for Series 8, 6,254 for Series 9, 5,043
for Series 10 and 5,127 for Series 11 at March 31, 2005 and 2004)
General Partners
  Total Partners' Equity
    Total Liabilities and Partners' Equity | $ 325,662
67,927
24,220
---------417,809
134,748
461,161
---------$1,013,718
==========
$  45,110
----------
45,110
----------
594,397
----------
458,094
(83,883)
----------
374,211
----------
$1,013,718
========== | $ 373,899
63,292
24,220
---------461,411
189,089
512,795
---------$1,163,295
==========
$  56,210
----------
56,210
----------
553,708
---------
635,468
(82,091)
----------
553,377
----------
$1,163,295
==========

See accompanying notes to financial statements.

---

GATEWAY TAX CREDIT FUND III LTD.(A Florida Limited Partnership)BALANCE SHEET
MARCH 31, 2005 AND 2004

|SERIES 9                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         | 2005
----                                                                                                                                                                                                                                     | 2004
----                                                                                                                                                                                                                                          
|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|ASSETS
Current Assets:
 Cash and Cash Equivalents
 Investments in Securities
 Accounts Receivable
  Total Current Assets
 Investments in Securities
 Investments in Project Partnerships, Net
    Total Assets
LIABILITIES AND PARTNERS' EQUITY
Current Liabilities:
 Payable to General Partners
  Total Current Liabilities
Long Term Liabilities:
 Payable to General Partners
Partners' Equity (deficit):
Limited Partners (10,395 units for Series 7, 9,980 for Series 8, 6,254 for Series 9, 5,043 for Series 10 and 5,127 for Series 11 at March  31, 2005 and 2004)
General Partners
  Total Partners' Equity
    Total Liabilities and Partners' Equity | $  229,897 
38,890 
0 
-----------
268,787 
112,579 
798,862 
-----------
$1,180,228 
===========
$   25,407 
-----------
25,407 
-----------
379,140 
-----------
822,760 
(47,079)
-----------
775,681 
-----------
$1,180,228 
=========== | $  248,902 
37,028 
600 
-----------
286,530 
142,308 
967,040 
-----------
$1,395,878 
===========
$   24,890 
-----------
24,890 
-----------
360,461 
-----------
1,055,258 
(44,731)
-----------
1,010,527 
-----------
$1,395,878 
===========

See accompanying notes to financial statements.

---

GATEWAY TAX CREDIT FUND III LTD.(A Florida Limited Partnership)BALANCE SHEET
MARCH 31, 2005 AND 2004

|SERIES 10                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    | 2005
----                                                                                                                                                                                                                                       | 2004
----                                                                                                                                                                                                                                      
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|ASSETS
Current Assets:
 Cash and Cash Equivalents
 Investments in Securities
  Total Current Assets
 Investments in Securities
 Investments in Project Partnerships, Net
    Total Assets
LIABILITIES AND PARTNERS' EQUITY
Current Liabilities:
 Payable to General Partners
    Total Current Liabilities
Long Term Liabilities:
 Payable to General Partners
Partners' Equity (deficit):
Limited Partners (10,395 units for Series 7, 9,980 for Series 8, 6,254 for Series 9, 5,043 for Series 10 and 5,127 for Series 11 at March 31, 2005 and 2004)
General Partners
  Total Partners' Equity
    Total Liabilities and Partners' Equity | $  142,638 
29,480 
-----------
172,118 
112,721 
1,661,049 
-----------
$1,945,888 
===========
$   28,777 
-----------
28,777 
-----------
11,305 
-----------
1,930,927 
(25,121)
-----------
1,905,806 
-----------
$1,945,888 
=========== | $  247,847 
27,571 
-----------
275,418 
132,500 
1,815,475 
-----------
$2,223,393 
===========
$   34,508 
-----------
34,508 
-----------
96,753 
-----------
2,115,390 
(23,258)
-----------
2,092,132 
-----------
$2,223,393 
===========

See accompanying notes to financial statements.

---

GATEWAY TAX CREDIT FUND III LTD.(A Florida Limited Partnership)BALANCE SHEET
MARCH 31, 2005 AND 2004

|SERIES 11                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  | 2005
----                                                                                                                                                                                                                                    | 2004
----                                                                                                                                                                                                                                      
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|ASSETS
Current Assets:
 Cash and Cash Equivalents
 Investments in Securities
 Receivable from General Partner
  Total Current Assets
 Investments in Securities
 Investments in Project Partnerships, Net
    Total Assets
LIABILITIES AND PARTNERS' EQUITY
Current Liabilities:
 Payable to General Partners
  Total Current Liabilities
Long Term Liabilities:
 Payable to General Partners
Partners' Equity (deficit):
Limited Partners (10,395 units for Series 7, 9,980 for Series 8, 6,254 for Series 9, 5,043 for Series 10 and 5,127 for Series 11 at March 31, 2005 and 2004
General Partners
  Total Partners' Equity
    Total Liabilities and Partners' Equity | $  199,931 
33,838 
8,291 
-----------
242,060 
127,336 
2,664,780 
-----------
$3,034,176 
===========
$        0 
-----------
0 
-----------
0 
-----------
3,049,825 
(15,649)
-----------
3,034,176 
-----------
$3,034,176 
=========== | $  247,638 
31,987 
0 
-----------
279,625 
149,592 
2,799,412 
-----------
$3,228,629 
===========
$   39,680 
-----------
39,680 
-----------
806 
-----------
3,202,252 
(14,109)
-----------
3,188,143 
-----------
$3,228,629 
===========

See accompanying notes to financial statements.

---

GATEWAY TAX CREDIT FUND III LTD.(A Florida Limited Partnership)BALANCE SHEET
MARCH 31, 2005 AND 2004

|TOTAL SERIES 7 -11                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               | 2005
----                                                                                                                                                                                                                                                                      | 2004
----                                                                                                                                                                                                                                                                 
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|ASSETS
Current Assets:
 Cash and Cash Equivalents
 Investments in Securities
 Accounts Receivable
 Receivable from General Partner
  Total Current Assets
 Investments in Securities
 Investments in Project Partnerships, Net
    Total Assets
LIABILITIES AND PARTNERS' EQUITY
Current Liabilities:
 Payable to General Partners
  Total Current Liabilities
Long Term Liabilities:
 Payable to General Partners
Partners' Equity (deficit):
Limited Partners (10,395 units for Series 7, 9,980 for Series 8, 6,254 for Series 9, 5,043 for Series 10 and 5,127 for Series 11 at March 31, 2005 and 2004)
General Partners
  Total Partners' Equity
    Total Liabilities and Partners' Equity | $ 1,281,470 
242,580 
24,220 
8,291 
------------
1,556,561 
627,710 
6,551,507 
------------
$ 8,735,778 
============
$   152,924 
-----------
152,924 
-----------
1,542,821 
-----------
7,293,542 
(253,509)
-----------
7,040,033 
-----------
$ 8,735,778 
============ | $ 1,462,159 
227,712 
24,820 
0 
------------
1,714,691 
811,171 
7,222,663 
------------
$ 9,748,525 
============
$   227,358 
-----------
227,358 
-----------
1,465,342 
-----------
8,299,176 
(243,351)
-----------
8,055,825 
-----------
$ 9,748,525 
============

See accompanying notes to financial statements.

---

GATEWAY TAX CREDIT FUND III LTD.(A Florida Limited Partnership)STATEMENTS OF OPERATIONS
FOR THE YEARS ENDED MARCH 31,

|SERIES 7                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    | 2005
----                                                                                                                                                                                                                                                                | 2004
----                                                                                                                                                                                                                                                                | 2003
----                                                                                                                                                                                                                                                              
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Revenues:
  Distribution Income
  Total Revenues
Expenses:
 Asset Management Fee-General Partner
 General and Administrative:
  General Partner
  Other
 Amortization
  Total Expenses
Loss Before Equity in Losses of  Project Partnerships and Other  Income
Equity in Losses of Project  Partnerships
Interest Income 
Net Loss
Allocation of Net Loss:
 Assignees
 General Partners
Net Loss Per Beneficial Assignee Certificate
Number of Beneficial Assignee Certificates Outstanding | $  24,233 
----------
24,233 
----------
86,447 
56,857 
18,197 
7,089 
----------
168,590 
----------
(144,357)
(139,599)
22,469 
----------
$ (261,487)
===========
$ (258,872)
(2,615)
----------
$ (261,487)
===========
$   (24.90)
===========
10,395 
=========== | $  14,725 
----------
14,725 
----------
86,749 
56,842 
19,538 
6,643 
----------
169,772 
----------
(155,047)
(130,277)
23,962 
----------
$ (261,362)
===========
$ (258,748)
(2,614)
----------
$ (261,362)
===========
$   (24.89)
===========
10,395 
=========== | $ 23,088 
----------
23,088 
----------
87,082 
32,765 
21,107 
6,684 
----------
147,638 
----------
(124,550)
(137,118)
28,612 
----------
$ (233,056)
===========
$ (230,725)
(2,331)
----------
$ (233,056)
===========
$   (22.20)
===========
10,395 
===========

See accompanying notes to financial statements.

---

GATEWAY TAX CREDIT FUND III LTD.(A Florida Limited Partnership)STATEMENTS OF OPERATIONS
FOR THE YEARS ENDED MARCH 31,

|SERIES 8                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   | 2005
----                                                                                                                                                                                                                                                      | 2004
----                                                                                                                                                                                                                                                      | 2003
----                                                                                                                                                                                                                                                     
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Revenues:
  Distribution Income
  Total Revenues
Expenses:
 Asset Management Fee-General Partner
 General and Administrative:
  General Partner
  Other
 Amortization
  Total Expenses
Loss Before Equity in Losses of  Project Partnerships and Other  Income
Equity in Losses of Project  Partnerships
Interest Income
Net Loss
Allocation of Net Loss:
 Assignees
 General Partners
Net Loss Per Beneficial
Assignee Certificate
Number of Beneficial Assignee
Certificates Outstanding | $  16,447 
----------
16,447 
----------
89,908 
62,689 
19,352 
2,553 
----------
174,502 
----------
(158,055)
(41,395)
20,284 
----------
$(179,166)
==========
$(177,374)
(1,792)
----------
$(179,166)
==========
$  (17.77)
==========
9,980 
========== | $  20,098 
----------
20,098 
----------
90,313 
62,671 
22,850 
3,072 
----------
178,906 
----------
(158,808)
(39,434)
21,800 
----------
$(176,442)
==========
$(174,678)
(1,764)
----------
$(176,442)
==========
$  (17.50)
==========
9,980 
========== | $  19,195 
----------
19,195 
----------
90,730 
36,127 
24,723 
4,740 
----------
156,320 
----------
(137,125)
(82,830)
26,630 
----------
$(193,325)
==========
$(191,392)
(1,933)
----------
$(193,325)
==========
$  (19.18)
==========
9,980 
==========

See accompanying notes to financial statements.

---

GATEWAY TAX CREDIT FUND III LTD.(A Florida Limited Partnership)STATEMENTS OF OPERATIONS
FOR THE YEARS ENDED MARCH 31,

|SERIES 9                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    | 2005
----                                                                                                                                                                                                                                                   | 2004
----                                                                                                                                                                                                                                                   | 2003
----                                                                                                                                                                                                                                                  
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Revenues:
  Distribution Income
  Total Revenues
Expenses:
 Asset Management Fee-General Partner
 General and Administrative:
  General Partner
  Other
 Amortization
  Total Expenses
Loss Before Equity in Losses of  Project Partnerships and Other  Income
Equity in Losses of Project 
 Partnerships
Interest Income
Net Loss
Allocation of Net Loss:
 Assignees
 General Partners
Net Loss Per Beneficial
Assignee Certificate
Number of Beneficial Assignee
Certificates Outstanding | $  7,752 
----------
7,752 
----------
49,509 
34,990 
11,260 
2,377 
----------
98,136 
----------
(90,384)
(157,684)
13,222 
----------
$(234,846)
==========
$(232,498)
(2,348)
----------
$(234,846)
==========
$  (37.18)
==========
6,254 
========== | $  4,246 
----------
4,246 
----------
49,711 
34,979 
11,731 
3,082 
----------
99,503 
----------
(95,257)
(230,291)
13,607 
----------
$(311,941)
==========
$(308,822)
(3,119)
----------
$(311,941)
==========
$  (49.38)
==========
6,254 
========== | $  4,433 
----------
4,433 
----------
49,865 
20,164 
13,875 
3,256 
----------
87,160 
----------
(82,727)
(279,770)
16,095 
----------
$(346,402)
==========
$(342,938)
(3,464)
----------
$(346,402)
==========
$  (54.84)
==========
6,254 
==========

See accompanying notes to financial statements.

---

GATEWAY TAX CREDIT FUND III LTD.(A Florida Limited Partnership)STATEMENTS OF OPERATIONS
FOR THE YEARS ENDED MARCH 31,

|SERIES 10                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   | 2005
----                                                                                                                                                                                                                                                  | 2004
----                                                                                                                                                                                                                                                  | 2003
----                                                                                                                                                                                                                                             
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Revenues:
  Distribution Income
  Total Revenues
Expenses:
 Asset Management Fee-General Partner
 General and Administrative:
  General Partner
  Other
 Amortization
  Total Expenses
Loss Before Equity in Losses of  Project Partnerships and Other 
 Income
Equity in Losses of Project
 Partnerships
Interest Income
Net Loss
Allocation of Net Loss:
 Assignees
 General Partners
Net Loss Per Beneficial Assignee Certificate
Number of Beneficial Assignee Certificates Outstanding | $  2,511 
----------
2,511 
----------
33,819 
21,868 
8,149 
4,141 
----------
67,977 
----------
(65,466)
(133,597)
12,737 
----------
$(186,326)
==========
$(184,463)
(1,863)
----------
$(186,326)
==========
$  (36.58)
==========
5,043 
========== | $  1,932 
----------
1,932 
----------
33,890 
21,863 
7,968 
4,578 
----------
68,299 
----------
(66,367)
(175,628)
13,252 
----------
$(228,743)
==========
$(226,456)
(2,287)
----------
$(228,743)
==========
$  (44.91)
==========
5,043 
========== | $  750 
----------
750 
----------
34,013 
12,601 
9,699 
4,812 
----------
61,125 
----------
(60,375)
(201,773)
15,454 
----------
$(246,694)
==========
$(244,227)
(2,467)
----------
$(246,694)
==========
$  (48.43)
==========
5,043 
==========

See accompanying notes to financial statements.

---

GATEWAY TAX CREDIT FUND III LTD.(A Florida Limited Partnership)STATEMENTS OF OPERATIONS
FOR THE YEARS ENDED MARCH 31,

|SERIES 11                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  | 2005
----                                                                                                                                                                                                                                                  | 2004
----                                                                                                                                                                                                                                                  | 2003
----                                                                                                                                                                                                                                         
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Revenues:
  Distribution Income
  Total Revenues
Expenses:
 Asset Management Fee-General Partner
 General and Administrative:
  General Partner
  Other
 Amortization
  Total Expenses
Loss Before Equity in Losses of  Project Partnerships and Other  Income
Equity in Losses of Project
 Partnerships
Interest Income
Net Loss
Allocation of Net Loss:
 Assignees
 General Partners
Net Loss Per Beneficial
Assignee Certificate
Number of Beneficial Assignee
Certificates Outstanding | $  2,783 
----------
2,783 
----------
28,021 
17,494 
7,404 
6,343 
----------
59,262 
----------
(56,479)
(112,606)
15,118 
----------
$(153,967)
==========
$(152,427)
(1,540)
----------
$(153,967)
==========
$  (29.73)
==========
5,127 
========== | $  2,182 
----------
2,182 
----------
28,254 
17,491 
7,549 
6,726 
----------
60,020 
----------
(57,838)
(101,608)
15,869 
----------
$(143,577)
==========
$(142,141)
(1,436)
----------
$(143,577)
==========
$  (27.72)
==========
5,127 
========== | $  0 
----------
0 
----------
28,518 
10,081 
8,782 
8,296 
----------
55,677 
----------
(55,677)
(169,857)
18,223 
----------
$(207,311)
==========
$(205,238)
(2,073)
----------
$(207,311)
==========
$  (40.03)
==========
5,127 
==========

See accompanying notes to financial statements.

---

GATEWAY TAX CREDIT FUND III LTD.(A Florida Limited Partnership)STATEMENTS OF OPERATIONS
FOR THE YEARS ENDED MARCH 31,

|TOTAL SERIES 7 - 11                                                                                                                                                                                                                                                                                                                                                                    | 2005
----                                                                                                                                                                                                                                      | 2004
----                                                                                                                                                                                                                                      | 2003
----                                                                                                                                                                                                                                     
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Revenues:
  Distribution Income
  Total Revenues
Expenses:
 Asset Management Fee-General Partner
 General and Administrative:
  General Partner
  Other
 Amortization
  Total Expenses
Loss Before Equity in Losses
 of Project Partnerships and Other  Income
Equity in Losses of Project
 Partnerships
Interest Income
Net Loss
Allocation of Net Loss:
 Assignees
 General Partners | $    53,726 
-----------
53,726 
-----------
287,704 
193,898 
64,362 
22,503 
-----------
568,467 
-----------
(514,741)
(584,881)
83,830 
-----------
$(1,015,792)
============
$(1,005,634)
(10,158)
------------
$(1,015,792)
============ | $    43,183 
-----------
43,183 
-----------
288,917 
193,846 
69,636 
24,101 
-----------
576,500 
-----------
(533,317)
(677,238)
88,490 
-----------
$(1,122,065)
============
$(1,110,845)
(11,220)
------------
$(1,122,065)
============ | $   47,466 
-----------
47,466 
-----------
290,208 
111,738 
78,186 
27,788 
-----------
507,920 
-----------
(460,454)
(871,348)
105,014 
-----------
$(1,226,788)
============
$(1,214,520)
(12,268)
------------
$(1,226,788)
============

See accompanying notes to financial statements.

---

GATEWAY TAX CREDIT FUND III LTD.(A Florida Limited Partnership)STATEMENTS OF PARTNERS' EQUITY (deficit)
FOR THE YEARS ENDED MARCH 31, 2005, 2004 AND 2003:

|SERIES 7                                                                                                                           | Limited
Partners
---------                                                                                                  | General
Partners
--------                                                                                         | Total
-----                                                                                                                
|---------------------------------------------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------
|Balance at March 31, 2002
Net Loss
Balance at March 31, 2003
Net Loss
Balance at March 31, 2004
Net Loss
Balance at March 31, 2005 | $1,780,281 
(230,725)
-----------
1,549,556 
(258,748)
-----------
1,290,808 
(258,872)
-----------
$1,031,936 
=========== | $  (74,217)
(2,331)
-----------
(76,548)
(2,614)
-----------
(79,162)
(2,615)
-----------
$  (81,777)
=========== | $1,706,064 
(233,056)
-----------
1,473,008 
(261,362)
-----------
1,211,646 
(261,487)
-----------
$  950,159 
===========

See accompanying notes to financial statements.

---

GATEWAY TAX CREDIT FUND III LTD.(A Florida Limited Partnership)STATEMENTS OF PARTNERS' EQUITY (deficit)
FOR THE YEARS ENDED MARCH 31, 2005, 2004 AND 2003:

|SERIES 8                                                                                                                           | Limited
Partners
---------                                                                                              | General
Partners
--------                                                                                   | Total
-----                                                                                                            
|---------------------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------- | -----------------------------------------------------------------------------------------------------------------------
|Balance at March 31, 2002
Net Loss
Balance at March 31, 2003
Net Loss
Balance at March 31, 2004
Net Loss
Balance at March 31, 2005 | $1,001,538 
(191,392)
-----------
810,146 
(174,678)
-----------
635,468 
(177,374)
-----------
$  458,094 
=========== | $ (78,394)
(1,933)
----------
(80,327)
(1,764)
----------
(82,091)
(1,792)
----------
$ (83,883)
========== | $  923,144 
(193,325)
-----------
729,819 
(176,442)
-----------
553,377 
(179,166)
-----------
$  374,211 
===========

See accompanying notes to financial statements.

---

GATEWAY TAX CREDIT FUND III LTD.(A Florida Limited Partnership)STATEMENTS OF PARTNERS' EQUITY (deficit)
FOR THE YEARS ENDED MARCH 31, 2005, 2004 AND 2003:

|SERIES 9                                                                                                                           | Limited
Partners
---------                                                                                                  | General
Partners
--------                                                                                   | Total
-----                                                                                                                
|---------------------------------------------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------
|Balance at March 31, 2002
Net Loss
Balance at March 31, 2003
Net Loss
Balance at March 31, 2004
Net Loss
Balance at March 31, 2005 | $1,707,018 
(342,938)
-----------
1,364,080 
(308,822)
-----------
1,055,258 
(232,498)
-----------
$  822,760 
=========== | $ (38,148)
(3,464)
----------
(41,612)
(3,119)
----------
(44,731)
(2,348)
----------
$ (47,079)
========== | $1,668,870 
(346,402)
-----------
1,322,468 
(311,941)
-----------
1,010,527 
(234,846)
-----------
$  775,681 
===========

See accompanying notes to financial statements.

---

GATEWAY TAX CREDIT FUND III LTD.(A Florida Limited Partnership)STATEMENTS OF PARTNERS' EQUITY (deficit)
FOR THE YEARS ENDED MARCH 31, 2005, 2004 AND 2003:

|SERIES 10                                                                                                                          | Limited
Partners
---------                                                                                                  | General
Partners
--------                                                                                   | Total
-----                                                                                                                
|---------------------------------------------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------
|Balance at March 31, 2002
Net Loss
Balance at March 31, 2003
Net Loss
Balance at March 31, 2004
Net Loss
Balance at March 31, 2005 | $2,586,073 
(244,227)
-----------
2,341,846 
(226,456)
-----------
2,115,390 
(184,463)
-----------
$1,930,927 
=========== | $ (18,504)
(2,467)
----------
(20,971)
(2,287)
----------
(23,258)
(1,863)
----------
$ (25,121)
========== | $2,567,569 
(246,694)
-----------
2,320,875 
(228,743)
-----------
2,092,132 
(186,326)
-----------
$1,905,806 
===========

See accompanying notes to financial statements.

---

GATEWAY TAX CREDIT FUND III LTD.(A Florida Limited Partnership)STATEMENTS OF PARTNERS' EQUITY (deficit)
FOR THE YEARS ENDED MARCH 31, 2005, 2004 AND 2003:

|SERIES 11                                                                                                                          | Limited
Partners
---------                                                                                                  | General
Partners
--------                                                                                   | Total
-----                                                                                                                
|---------------------------------------------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------
|Balance at March 31, 2002
Net Loss
Balance at March 31, 2003
Net Loss
Balance at March 31, 2004
Net Loss
Balance at March 31, 2005 | $3,549,631 
(205,238)
-----------
3,344,393 
(142,141)
-----------
3,202,252 
(152,427)
-----------
$3,049,825 
=========== | $ (10,600)
(2,073)
----------
(12,673)
(1,436)
----------
(14,109)
(1,540)
----------
$ (15,649)
========== | $3,539,031 
(207,311)
-----------
3,331,720 
(143,577)
-----------
3,188,143 
(153,967)
-----------
$3,034,176 
===========

See accompanying notes to financial statements.

---

GATEWAY TAX CREDIT FUND III LTD.(A Florida Limited Partnership)STATEMENTS OF PARTNERS' EQUITY (deficit)
FOR THE YEARS ENDED MARCH 31, 2005, 2004 AND 2003:

|TOTAL SERIES 7 - 11                                                                                                                | Limited
Partners
---------                                                                                                              | General
Partners
--------                                                                                        | Total
-----                                                                                                                       
|---------------------------------------------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------------------------
|Balance at March 31, 2002
Net Loss
Balance at March 31, 2003
Net Loss
Balance at March 31, 2004
Net Loss
Balance at March 31, 2005 | $10,624,541 
(1,214,520)
------------
9,410,021 
(1,110,845)
------------
8,299,176 
(1,005,634)
------------
$ 7,293,542 
============ | $(219,863)
(12,268)
----------
(232,131)
(11,220)
----------
(243,351)
(10,158)
----------
$(253,509)
========== | $10,404,678 
(1,226,788)
-----------
9,177,890 
(1,122,065)
-----------
8,055,825 
(1,015,792)
-----------
$7,040,033 
===========

See accompanying notes to financial statements.

---

GATEWAY TAX CREDIT FUND III LTD.(A Florida Limited Partnership)STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED MARCH 31, 2005, 2004 AND 2003:

|SERIES 7
--------                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               | 2005
----                                                                                                                                                                                   | 2004
----                                                                                                                                                                                     | 2003
----                                                                                                                                                                                 
|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Cash Flows from Operating Activities:
  Net Loss
  Adjustments to Reconcile Net Loss
  to Net Cash Used in Operating   Activities:
   Amortization
   Accreted Interest Income on    Investments in Securities
   Equity in Losses of Project    Partnerships
   Interest Income from Redemption of    Securities
   Distributions Included in
   Other Income
   Changes in Operating Assets and    Liabilities:
    Increase in Payable to General     Partners
     Net Cash Used in Operating      Activities
Cash Flows from Investing Activities:
 Distributions Received from Project  Partnerships
 Redemption of Investment in Securities
     Net Cash Provided by Investing      Activities
Increase (Decrease) in Cash and Cash Equivalents
Cash and Cash Equivalents at Beginning of Year
Cash and Cash Equivalents at End of Year | $(261,487)
7,089 
(19,255)
139,599 
42,284 
(23,983)
85,925 
----------
(29,828)
----------
39,581 
29,716 
----------
69,297 
----------
39,469 
343,873 
----------
$ 383,342 
========== | $(261,362)
6,643 
(22,530)
130,277 
37,353 
(14,725)
18,864 
----------
(105,480)
----------
28,698 
30,647 
----------
59,345 
----------
(46,135)
390,008 
----------
$ 343,873 
========== | $(233,056)
6,684 
(25,226)
137,118 
32,576 
(23,088)
41,651 
----------
(63,341)
----------
37,299 
31,424 
----------
68,723 
----------
5,382 
384,626 
----------
$ 390,008 
==========

See accompanying notes to financial statements.

---

GATEWAY TAX CREDIT FUND III LTD.(A Florida Limited Partnership)STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED MARCH 31, 2005, 2004 AND 2003:

|SERIES 8
--------                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           | 2005
----                                                                                                                                                                                       | 2004
----                                                                                                                                                                                             | 2003
----                                                                                                                                                                                    
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Cash Flows from Operating Activities:
  Net Loss
  Adjustments to Reconcile Net Loss
  to Net Cash Used in Operating   Activities:
   Amortization
   Accreted Interest Income on    Investments in Securities
   Equity in Losses of Project    Partnerships
   Interest Income from Redemption
   of Securities
   Distributions Included in Other    Income
   Changes in Operating Assets and    Liabilities:
    Increase in Accounts Receivable
    Increase in Payable to General     Partners
     Net Cash Used in Operating      Activities
Cash Flows from Investing Activities:
  Distributions Received from Project   Partnerships
  Redemption of Investment in Securities
     Net Cash Provided by Investing      Activities
Decrease in Cash and Cash Equivalents
Cash and Cash Equivalents at Beginning of Year
Cash and Cash Equivalents at End of Year | $(179,166)
2,553 
(17,293)
41,395 
36,921 
(16,447)
0 
29,589 
----------
(102,448)
----------
24,132 
30,079 
----------
54,211 
----------
(48,237)
373,899 
----------
$ 325,662 
========== | $(176,442)
3,072 
(20,197)
39,434 
32,393 
(20,098)
(24,220)
34,114 
----------
(131,944)
----------
25,030 
30,607 
----------
55,637 
----------
(76,307)
450,206 
----------
$ 373,899 
========== | $(193,325)
4,740 
(22,580)
82,830 
27,883 
(19,195)
0 
56,418 
----------
(63,229)
----------
25,963 
31,116 
----------
57,079 
----------
(6,150)
456,356 
----------
$ 450,206 
==========

See accompanying notes to financial statements.

---

GATEWAY TAX CREDIT FUND III LTD.(A Florida Limited Partnership)STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED MARCH 31, 2005, 2004 AND 2003:

|SERIES 9
--------                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     | 2005
----                                                                                                                                                                                        | 2004
----                                                                                                                                                                                         | 2003
----                                                                                                                                                                                   
|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Cash Flows from Operating Activities:
  Net Loss
  Adjustments to Reconcile Net Loss
  to Net Cash Used in Operating   Activities:
   Amortization
   Accreted Interest Income on    Investments in Securities
   Equity in Losses of Project    Partnerships
   Interest Income from Redemption
   of Securities
   Distributions Included in Other    Income
   Changes in Operating Assets and    Liabilities:
    Decrease (Increase) in Accounts     Receivable
    Increase in Payable to General     Partners
     Net Cash Used in Operating      Activities
Cash Flows from Investing Activities:
  Distributions Received from Project   Partnerships
  Redemption of Investment in Securities
     Net Cash Provided by Investing      Activities
Increase (Decrease) in Cash and Cash Equivalents
Cash and Cash Equivalents at Beginning of Year
Cash and Cash Equivalents at End of Year | $(234,846)
2,377 
(11,133)
157,684 
19,228 
(7,752)
600 
19,196 
----------
(54,646)
----------
15,869 
19,772 
----------
35,641 
----------
(19,005)
248,902 
----------
$ 229,897 
========== | $(311,941)
3,082 
(12,599)
230,291 
16,810 
(4,246)
(600)
31,664 
----------
(47,539)
----------
15,767 
20,189 
----------
35,956 
----------
(11,583)
260,485 
----------
$ 248,902 
========== | $(346,402)
3,256 
(13,821)
279,770 
14,467 
(4,433)
0 
39,866 
----------
(27,297)
----------
15,918 
20,533 
----------
36,451 
----------
9,154 
251,331 
----------
$ 260,485 
==========

See accompanying notes to financial statements.

---

GATEWAY TAX CREDIT FUND III LTD.(A Florida Limited Partnership)STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED MARCH 31, 2005, 2004 AND 2003:

|SERIES 10
--------                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 | 2005
----                                                                                                                                                                                      | 2004
----                                                                                                                                                                                 | 2003
----                                                                                                                                                                             
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Cash Flows from Operating Activities:
  Net Loss
  Adjustments to Reconcile Net Loss
  to Net Cash Used in Operating   Activities:
   Amortization
   Accreted Interest Income on    Investments in Securities
   Equity in Losses of Project    Partnerships
   Interest Income from Redemption
   of Securities
   Distributions Included in Other    Income
   Changes in Operating Assets and    Liabilities:
    Increase (Decrease) in Payable to     General Partners
     Net Cash Used in Operating      Activities
Cash Flows from Investing Activities:
  Distributions Received from Project   Partnerships
  Redemption of Investment in Securities
     Net Cash Provided by Investing      Activities
Decrease in Cash and Cash Equivalents
Cash and Cash Equivalents at Beginning of Year
Cash and Cash Equivalents at End of Year | $(186,326)
4,141 
(11,128)
133,597 
15,150 
(2,511)
(91,179)
----------
(138,256)
----------
19,197 
13,850 
----------
33,047 
----------
(105,209)
247,847 
----------
$ 142,638 
========== | $(228,743)
4,578 
(12,243)
175,628 
13,525 
(1,932)
9,628 
----------
(39,559)
----------
20,992 
14,473 
----------
35,465 
----------
(4,094)
251,941 
----------
$ 247,847 
========== | $(246,694)
4,812 
(13,191)
201,773 
11,953 
(750)
14,690 
----------
(27,407)
----------
12,151 
15,048 
----------
27,199 
----------
(208)
252,149 
----------
$ 251,941 
==========

See accompanying notes to financial statements.

---

GATEWAY TAX CREDIT FUND III LTD.(A Florida Limited Partnership)STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED MARCH 31, 2005, 2004 AND 2003:

|SERIES 11
--------                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            | 2005
----                                                                                                                                                                                         | 2004
----                                                                                                                                                                                  | 2003
----                                                                                                                                                                            
|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Cash Flows from Operating Activities:
  Net Loss
  Adjustments to Reconcile Net Loss
  to Net Cash Used in Operating   Activities:
   Amortization
   Accreted Interest Income on    Investments in Securities
   Equity in Losses of Project    Partnerships
   Interest Income from Redemption
   of Securities
   Distributions Included in Other    Income
   Changes in Operating Assets and    Liabilities:
    Increase in Accounts Receivable
    (Decrease) in Payable to General     Partners
     Net Cash Used in Operating      Activities
Cash Flows from Investing Activities:
  Distributions Received from Project   Partnerships
  Redemption of Investment in Securities
     Net Cash Provided by Investing      Activities
Decrease in Cash and Cash Equivalents
Cash and Cash Equivalents at Beginning of Year
Cash and Cash Equivalents at End of Year | $(153,967)
6,343 
(13,595)
112,606 
18,383 
(2,783)
(8,291)
(40,486)
----------
(81,790)
----------
18,466 
15,617 
---------
34,083 
---------
(47,707)
247,638 
---------
$ 199,931 
========== | $(143,577)
6,726 
(14,856)
101,608 
16,091 
(2,182)
0 
(4,844)
----------
(41,034)
----------
8,564 
15,910 
---------
24,474 
---------
(16,560)
264,198 
---------
$ 247,638 
========== | $(207,311)
8,296 
(15,873)
169,857 
13,863 
0 
0 
(6,106)
----------
(37,274)
----------
19,277 
16,136 
---------
35,413 
---------
(1,861)
266,059 
---------
$ 264,198 
==========

See accompanying notes to financial statements.

---

GATEWAY TAX CREDIT FUND III LTD.(A Florida Limited Partnership)STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED MARCH 31, 2005, 2004 AND 2003:

|TOTAL SERIES 7 - 11
--------                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             | 2005
----                                                                                                                                                                                                             | 2004
----                                                                                                                                                                                                              | 2003
----                                                                                                                                                                                                      
|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Cash Flows from Operating Activities:
  Net Loss
  Adjustments to Reconcile Net Loss 
  to Net Cash Used in Operating   Activities:
   Amortization
   Accreted Interest Income on    Investments in Securities
   Equity in Losses of Project    Partnerships
   Interest Income from Redemption 
   of Securities
   Distributions Included in Other    Income
   Changes in Operating Assets and    Liabilities:
    Increase in Accounts Receivable
    Increase in Payable to General     Partners
     Net Cash Used in Operating      Activities
Cash Flows from Investing Activities:
  Distributions Received from Project   Partnerships
  Redemption of Investment in Securities
     Net Cash Provided by Investing      Activities
Increase (Decrease) in Cash and Cash Equivalents
Cash and Cash Equivalents at Beginning of Year
Cash and Cash Equivalents at End of Year | $(1,015,792)
22,503 
(72,404)
584,881 
131,966 
(53,476)
(7,691)
3,045 
-----------
(406,968)
-----------
117,245 
109,034 
-----------
226,279 
-----------
(180,689)
1,462,159 
-----------
$1,281,470 
=========== | $(1,122,065)
24,101 
(82,425)
677,238 
116,172 
(43,183)
(24,820)
89,426 
-----------
(365,556)
-----------
99,051 
111,826 
-----------
210,877 
-----------
(154,679)
1,616,838 
-----------
$1,462,159 
=========== | $(1,226,788)
27,788 
(90,691)
871,348 
100,742 
(47,466)
0 
146,519 
-----------
(218,548)
-----------
110,608 
114,257 
-----------
224,865 
-----------
6,317 
1,610,521 
-----------
$1,616,838 
===========

See accompanying notes to financial statements.

---

GATEWAY TAX CREDIT FUND III LTD.(A Florida Limited Partnership)NOTES TO FINANCIAL STATEMENTS
MARCH 31, 2005, 2004 AND 2003

NOTE 1 - ORGANIZATION:   Gateway Tax Credit Fund III Ltd. ("Gateway"), a Florida Limited Partnership, was formed October 17, 1991 under the laws of Florida.  Gateway offered its limited partnership interests in Series.  The first Series for Gateway is Series 7.  Operations commenced on July 16, 1992 for Series 7, January 4, 1993 for Series 8, September 30, 1993 for Series 9, January 21, 1994 for Series 10 and April 29, 1994 for Series 11.  Each Series invests, as a limited partner, in other limited partnerships ("Project Partnerships"), each of which owns and operates apartment complexes eligible for Low-Income Housing Tax Credits ("Tax Credits"), provided for in Section 42 of the Internal Revenue Code of 1986.  Gateway will terminate on December 31, 2040 or sooner, in accordance with the terms of the Limited Partnership Agreement.  As of March 31, 2005, Gateway had received capital contributions of $1,000 from the General Partners and $36,799,000 from the investor Limited Partners.
   Raymond James Partners, Inc. and Raymond James Tax Credit Funds, Inc., wholly-owned subsidiaries of Raymond James Financial, Inc., are the General Partner and Managing General Partner, respectively.

   Gateway received capital contributions of $10,395,000, $9,980,000, $6,254,000, $5,043,000 and $5,127,000 from the investor Limited Partners in Series 7, 8, 9, 10 and 11, respectively.  Each Series will be treated as though it were a separate partnership, investing in a separate and distinct pool of Project Partnerships.  Income or loss and all tax items from the Project Partnerships acquired by each Series will be specifically allocated among the limited partners of such Series.
   Operating profits and losses, cash distributions from operations and Tax Credits from each Series are generally allocated 99% to the Limited Partners in that Series and 1% to the General Partners.  Profit or loss and cash distributions from sales of property by each Series are allocated as formulated in the Limited Partnership Agreement.NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES:
Basis of Accounting   Gateway utilizes an accrual basis of accounting whereby revenues are recognized as earned and expenses are recognized as obligations are incurred.
   Gateway accounts for its investments as the limited partner in Project Partnerships ("Investments in Project Partnerships"), using the equity method of accounting, because management believes that Gateway does not have a majority control of the major operating and financial policies of the Project Partnerships in which it invests, and reports the equity in losses of the Project Partnerships on a 3-month lag in the Statements of Operations.  Under the equity method, the Investments in Project Partnerships initially include:
   1)  Gateway's capital contribution,
   2)  Acquisition fees paid to the General Partner for services rendered in        selecting properties for acquisition, and
   3)  Acquisition expenses including legal fees, travel and other miscellaneous        costs relating to acquiring properties.
Quarterly the Investments in Project Partnerships are increased or decreased as follows:
   1)  Increased for equity in income or decreased for equity in losses of the        Project Partnerships,
   2)  Decreased for cash distributions received from the Project Partnerships, and
   3)  Decreased for the amortization of the acquisition fees and expenses.
   Amortization is calculated on a straight line basis over 35 years, as this is the average estimated useful life of the underlying assets.  The amortization expense is shown on the Statements of Operations.
   Pursuant to the limited partnership agreements for the Project Partnerships, cash losses generated by the Project Partnerships are allocated to the general partners of those partnerships.  In subsequent years, cash profits, if any, are first allocated to the general partners to the extent of the allocation of prior years' cash losses.
   Since Gateway invests as a limited partner, and therefore is not obligated to fund losses or make additional capital contributions, it does not recognize losses from individual Project Partnerships to the extent that these losses would reduce the investment in those Project Partnerships below zero.  The suspended losses will be used to offset future income from the individual Project Partnerships.
   Gateway reviews its investments in Project Partnerships to determine if there has been any permanent impairment whenever events or changes in circumstances indicate that the carrying amount of the investment may not be recoverable.  If the sum of the expected future cash flows is less than the carrying amount of the investment, Gateway recognizes an impairment loss. No impairment loss has been recognized in the accompanying financial statements.
   Gateway, as a limited partner in the Project Partnerships, is subject to risks inherent in the ownership of property which are beyond its control, such as fluctuations in occupancy rates and operating expenses, variations in rental schedules, proper maintenance and continued eligibility of tax credits.  If the cost of operating a property exceeds the rental income earned thereon, Gateway may deem it in its best interest to voluntarily provide funds in order to protect its investment.  Gateway does not guarantee any of the mortgages or other debt of the Project Partnerships.Cash and Cash Equivalents   It is Gateway's policy to include short-term investments with an original maturity of three months or less in Cash and Cash Equivalents.  Short-term investments are comprised of money market mutual funds.Concentrations of Credit Risk   Financial instruments which potentially subject Gateway to concentrations of credit risk consist of cash investments in a money market mutual fund that is a wholly-owned subsidiary of Raymond James Financial, Inc.Use of Estimates in the Preparation of Financial Statements   The preparation of financial statements in conformity with generally accepted accounting principles requires the use of estimates that affect certain reported amounts and disclosures.  These estimates are based on management's knowledge and experience.  Accordingly, actual results could differ from these estimates.Investment in Securities   Effective April 1, 1994, Gateway adopted Statement of Financial Accounting Standards No. 115, Accounting for Certain Investments in Debt and Equity Securities ("FAS 115").  Under FAS 115, Gateway is required to categorize its debt securities as held-to-maturity, available-for-sale or trading securities, dependent upon Gateway's intent in holding the securities.  Gateway's intent is to hold all of its debt securities (U. S. Treasury Security Strips) until maturity and to use these reserves to fund Gateway's ongoing operations.  Interest income is recognized ratably on the U.S. Treasury Strips using the effective yield to maturity.Offering and Commission Costs   Offering and commission costs are charged against Limited Partners' Equity upon admission of Limited Partners.Income Taxes   No provision for income taxes has been made in these financial statements, as income taxes are a liability of the partners rather than of Gateway.Reclassifications
   For comparability, the 2003 and 2004 figures have been reclassified, where appropriate, to conform with the financial statement presentation used in 2005.Recent Accounting Pronouncements   In January 2003, the FASB issued FASB Interpretation No. 46 ("FIN46"), "Consolidation of Variable Interest Entities, an Interpretation of ARB No. 51." Gateway has adopted FIN 46 and applied its requirements to all Project Partnerships in which Gateway held an interest.  Generally, a variable interest entity, or VIE, is an entity with one or more of the following characteristics, (a) the total equity investment at risk is not sufficient to permit the entity to finance its activities without additional subordinated financial support; (b) as a group the holders of the equity investment at risk lack (i) the ability to make decisions about an entity's activities through voting or similar rights, (ii) the obligation to absorb the expected losses of the entity; or (c) the equity investors have voting rights that are not proportional to their economic interests and substantially all of the entity's activities either involve, or are conducted on behalf of, an investor that has disproportionately few voting rights.  FIN 46 requires a VIE to be consolidated in the financial statements of the entity that is determined to be the primary beneficiary of the VIE.  The primary beneficiary, as is applicable to Gateway's circumstances, is the party in the Project Partnership equity group that is most closely associated with the Project Partnership.
   As of March 31, 2005, Gateway determined that it held variable interests in 128 VIE's, which consist of Project Partnerships, which Gateway is not the primary beneficiary.  Gateway's maximum exposure to loss as a result of its involvement with unconsolidated VIE's is limited to Gateway's recorded investments in and receivables from those VIE's, which is approximately $5,530,357 at March 31, 2005. Gateway may be subject to additional losses to the extent of any financial support that Gateway voluntarily provides to those Project Partnerships in the future.

---

NOTE 3 - INVESTMENT IN SECURITIES:   The March 31, 2005 Balance Sheet includes Investment in Securities consisting of U.S. Treasury Security Strips which represents their cost, plus accreted interest income of $128,446 for Series 7, $115,115 for Series 8, $77,077 for Series 9, $77,070 for Series 10 and $89,646 for Series 11.

|                                                                                                                 | Estimated Market
Value     
--------------- | Cost Plus Accreted
Interest    
---------------- | Gross Unrealized 
Gains and (Losses)
----------------
|---------------------------------------------------------------------------------------------------------------- | ------------------------------------------- | ------------------------------------------------ | -----------------------------------------------------
|Series 7                                                                                                         | $ 227,272                                   | $ 212,771                                        | $ 14,501                                             
|Series 8                                                                                                         | 215,107                                     | 202,675                                          | 12,432                                               
|Series 9                                                                                                         | 160,381                                     | 151,469                                          | 8,912                                                
|Series 10                                                                                                        | 153,890                                     | 142,201                                          | 11,689                                               
|Series 11                                                                                                        | 178,115                                     | 161,174                                          | 16,941                                               
|As of March 31, 2005, the cost and accreted interest of debt securities by contractual maturities is as follows: | Series 7
--------                           | Series 8
--------                                | Series 9
--------                                    
|Due within 1 year                                                                                                | $  72,445                                   | $  67,927                                        | $  38,890                                            
|After 1 year through 5 years                                                                                     | 140,326                                     | 134,748                                          | 112,579                                              
|After 5 years through 10 years                                                                                   | 0 
---------                                | 0 
---------                                     | 0
--------                                           
|Total Amount Carried on Balance Sheet                                                                            | $ 212,771 
=========                        | $ 202,675 
=========                             | $ 151,469 
=========                                 
|                                                                                                                 | Series 10
--------                          | Series 11
--------                               | Total
--------                                       
|Due within 1 year                                                                                                | $  29,480                                   | $  33,838                                        | $  242,580                                           
|After 1 year through 5 years                                                                                     | 112,721                                     | 127,336                                          | 627,710                                              
|After 5 years through 10 years                                                                                   | 0 
---------                                | 0 
---------                                     | 0 
---------                                         
|Total Amount Carried on Balance Sheet                                                                            | $ 142,201 
=========                        | $ 161,174 
=========                             | $  870,290 
==========                               

---

NOTE 4 - RELATED PARTY TRANSACTIONS:   The Payable to General Partners primarily represents the asset management fees owed to the General Partners at the end of the period.  It is unsecured, due on demand and, in accordance with the limited partnership agreement, non-interest bearing.  Within the next 12 months, the Managing General Partner does not intend to demand payment on the portion of Asset Management Fees payable classified as long-term on the Balance Sheet.
   Value Partners, Inc., an affiliate of Gateway, acquired the general partner interest in Logan Heights, one of the Project Partnerships in Series 8, in 2003.
   For the periods ended March 31, 2005, 2004, and 2003 the General Partners and affiliates are entitled to compensation and reimbursement for costs and expenses incurred by Gateway as follows: 
   Asset Management Fee - The Managing General Partner is entitled to receive an annual asset management fee equal to the greater of (i) $2,000 for each limited partnership in which Gateway invests, as adjusted by the Consumer Price Index, or (ii) 0.275% of Gateway's gross proceeds from the sale of limited partnership interests.  In either event (i) or (ii), the maximum amount may not exceed 0.2% of the aggregate cost (Gateway's capital contribution plus Gateway's share of the Properties' mortgage) of Gateway's interest in properties owned by the Project Partnerships.  The asset management fee will be paid only after all other expenses of Gateway have been paid.  These fees are included in the Statement of Operations.

|          | 2005 
----           | 2004 
----           | 2003 
----          
|--------- | -------------------- | -------------------- | --------------------
|Series 7  | $ 86,447             | $ 86,749             | $ 87,082            
|Series 8  | 89,908               | 90,313               | 90,730              
|Series 9  | 49,509               | 49,711               | 49,865              
|Series 10 | 33,819               | 33,890               | 34,013              
|Series 11 | 28,021 
---------    | 28,254 
---------    | 28,518 
---------   
|Total     | $ 287,704 
========= | $ 288,917 
========= | $ 290,208 
=========

General and Administrative Expenses - The Managing General Partner is reimbursed for general and administrative expenses of Gateway on an accountable basis.  This expense is included in the Statement of Operations.

|          | 2005 
----          | 2004 
----          | 2003 
----         
|--------- | ------------------- | ------------------- | -------------------
|Series 7  | $ 56,857            | $ 56,842            | $ 32,765           
|Series 8  | 62,689              | 62,671              | 36,127             
|Series 9  | 34,990              | 34,979              | 20,164             
|Series 10 | 21,868              | 21,863              | 12,601             
|Series 11 | 17,494 
---------   | 17,491 
---------   | 10,081 
---------  
|Total     | $193,898 
========= | $193,846 
========= | $111,738 
=========

---

NOTE 5 - INVESTMENTS IN PROJECT PARTNERSHIPS:SERIES 7
   As of March 31, 2005, the Partnership had acquired a 99% interest in the profits, losses and tax credits as a limited partner in 39 Project Partnerships which own and operate government assisted multi-family housing complexes.
   Cash flows from operations are allocated according to each Partnership agreement.  Upon dissolution proceeds will be distributed according to each Partnership agreement.
   The following is a summary of Investments in Project Partnerships as of:

|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       | MARCH 31, 2005
--------------                                                                                    | MARCH 31, 2004
--------------                                                                                   
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ | ---------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------
|Capital Contributions to Project Partner-  ships and purchase price paid for limited partner interests in Project Partnerships
Cumulative equity in losses of Project Partnerships (1) 
Cumulative distributions received from Project Partnerships
Investment in Project Partnerships before Adjustment
Excess of investment cost over the underlying assets acquired:
 Acquisition fees and expenses
 Accumulated amortization of acquisition  fees and expenses
Investments in Project Partnerships | $ 7,732,089 
(7,132,119)
(234,015)
-----------
365,955 
793,335 
(193,635)
-----------
$   965,655 
============ | $ 7,732,089 
(6,992,520)
(218,417)
-----------
521,152 
793,335 
(186,546)
-----------
$ 1,127,941 
============

(1) In accordance with the Partnership's accounting policy to not carry Investments in Project Partnerships below zero, cumulative suspended losses of $4,140,409 for the year ended March 31, 2005 and cumulative suspended losses of $3,469,144 for the year ended March 31, 2004 are not included.

---

NOTE 5 - INVESTMENTS IN PROJECT PARTNERSHIPS (continued):SERIES 8
   As of March 31, 2005, the Partnership had acquired a 99% interest in the profits, losses and tax credits as a limited partner in 43 Project Partnerships which own and operate government assisted multi-family housing complexes.
   Cash flows from operations are allocated according to each Partnership agreement.
Upon dissolution proceeds will be distributed according to each Partnership agreement.
   The following is a summary of Investments in Project Partnerships as of:

|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       | MARCH 31, 2005
--------------                                                                                  | MARCH 31, 2004
--------------                                                                                 
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ | -------------------------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------------------------
|Capital Contributions to Project Partner-  ships and purchase price paid for limited partner interests in Project Partnerships
Cumulative equity in losses of Project Partnerships (1) 
Cumulative distributions received from Project Partnerships
Investment in Project Partnerships before Adjustment
Excess of investment cost over the underlying assets acquired:
 Acquisition fees and expenses
 Accumulated amortization of acquisition  fees and expenses
Investments in Project Partnerships | $ 7,586,105 
(7,384,755)
(171,513)
-----------
29,837 
549,773 
(118,449)
-----------
$   461,161 
=========== | $ 7,586,105 
(7,343,360)
(163,828)
-----------
78,917 
549,773 
(115,895)
-----------
$   512,795 
===========

(1) In accordance with the Partnership's accounting policy to not carry Investments in Project Partnerships below zero, cumulative suspended losses of $4,846,424 for the year ended March 31, 2005 and cumulative suspended losses of $4,002,763 for the year ended March 31, 2004 are not included.

---

NOTE 5 - INVESTMENTS IN PROJECT PARTNERSHIPS (continued):SERIES 9
   As of March 31, 2005, the Partnership had acquired a 99% interest in the profits, losses and tax credits as a limited partner in 24 Project Partnerships which own and operate government assisted multi-family housing complexes.
   Cash flows from operations are allocated according to each Partnership agreement.
Upon dissolution proceeds will be distributed according to each Partnership agreement.
   The following is a summary of Investments in Project Partnerships as of:

|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      | MARCH 31, 2005
--------------                                                                                  | MARCH 31, 2004
--------------                                                                                 
|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------------------------
|Capital Contributions to Project Partner-  ships and purchase price paid for limited partner interests in Project Partnerships
Cumulative equity in losses of Project Partnerships (1)
Cumulative distributions received from Project Partnerships
Investment in Project Partnerships before Adjustment
Excess of investment cost over the underlying assets acquired:
 Acquisition fees and expenses
 Accumulated amortization of acquisition  fees and expenses
Investments in Project Partnerships | $ 4,914,116 
(4,158,372)
(141,793)
-----------
613,951 
244,087 
(59,176)
-----------
$   798,862 
=========== | $ 4,914,116 
(4,000,688)
(133,676)
-----------
779,752 
244,087 
(56,799)
-----------
$   967,040 
===========

(1) In accordance with the Partnership's accounting policy to not carry Investments in Project Partnerships below zero, cumulative suspended losses of $1,528,748 for the year ended March 31, 2005 and cumulative suspended losses of $1,226,519 for the year ended March 31, 2004 are not included.

---

NOTE 5 - INVESTMENTS IN PROJECT PARTNERSHIPS (continued):SERIES 10
   As of March 31, 2005, the Partnership had acquired a 99% interest in the profits, losses and tax credits as a limited partner in 15 Project Partnerships which own and operate government assisted multi-family housing complexes.
   Cash flows from operations are allocated according to each Partnership agreement.
Upon dissolution proceeds will be distributed according to each Partnership agreement.
   The following is a summary of Investments in Project Partnerships as of:

|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      | MARCH 31, 2005
--------------                                                                                    | MARCH 31, 2004
--------------                                                                                   
|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------
|Capital Contributions to Project Partner-  ships and purchase price paid for limited partner interests in Project Partnerships
Cumulative equity in losses of Project Partnerships (1)
Cumulative distributions received from Project Partnerships
Investment in Project Partnerships before Adjustment
Excess of investment cost over the underlying assets acquired:
 Acquisition fees and expenses
 Accumulated amortization of acquisition  fees and expenses
Investments in Project Partnerships | $ 3,914,672 
(2,207,367)
(184,392)
-----------
1,522,913 
196,738 
(58,602)
-----------
$ 1,661,049 
=========== | $ 3,914,672 
(2,073,769)
(167,705)
-----------
1,673,198 
196,738 
(54,461)
-----------
$ 1,815,475 
===========

(1) In accordance with the Partnership's accounting policy to not carry Investments in Project Partnerships below zero, cumulative suspended losses of $204,444 for the year ended March 31, 2005 and cumulative suspended losses of $132,431 for the year ended March 31, 2004 are not included.

---

NOTE 5 - INVESTMENTS IN PROJECT PARTNERSHIPS (continued):SERIES 11
   As of March 31, 2005, the Partnership had acquired a 99% interest in the profits, losses and tax credits as a limited partner in 12 Project Partnerships which own and operate government assisted multi-family housing complexes.
   Cash flows from operations are allocated according to each Partnership agreement.
Upon dissolution proceeds will be distributed according to each Partnership agreement.
   The following is a summary of Investments in Project Partnerships as of:

|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   | MARCH 31, 2005
--------------                                                                                        | MARCH 31, 2004
--------------                                                                                   
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------
|Capital Contributions to Project Partner-  ships and purchase price paid for limited partner interests in Project Partnerships
Cumulative equity in losses of Project Partnerships 
Cumulative distributions received from Project Partnerships
Investment in Project Partnerships before Adjustment
Excess of investment cost over the underlying assets acquired:
 Acquisition fees and expenses
 Accumulated amortization of acquisition  fees and expenses
Investments in Project Partnerships | $ 4,128,042 
(1,507,601)
(164,993)
-----------
2,455,448 
290,335 
    (81,003)
-----------
$ 2,664,780 
=========== | $ 4,128,042 
(1,394,995)
(149,310)
-----------
2,583,737 
290,335 
(74,660)
-----------
$ 2,799,412 
===========

(1) In accordance with the Partnership's accounting policy to not carry Investments in Project Partnerships below zero, cumulative suspended losses of $372,590 for the year ended March 31, 2005 are not included and cumulative suspended losses of $208,165 for the year ended March 31, 2004 are not included.

---

NOTE 5 - INVESTMENTS IN PROJECT PARTNERSHIPS (continued):   The following is a summary of Investments in Project Partnerships:

|TOTAL SERIES 7 - 11                                                                                                                                                                                                                                                                                                                                                                                                                                                                                | MARCH 31, 2005
--------------                                                                                        | MARCH 31, 2004
--------------                                                                                       
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------------------------------
|Capital Contributions to Project Partner-  ships and purchase price paid for limited partner interests in Project Partnerships
Cumulative equity in losses of Project Partnerships 
Cumulative distributions received from Project Partnerships
Investment in Project Partnerships before Adjustment
Excess of investment cost over the underlying assets acquired:
 Acquisition fees and expenses
 Accumulated amortization of acquisition  fees and expenses
Investments in Project Partnerships | $28,275,024 
(22,390,214)
(896,706)
-----------
4,988,104 
2,074,268 
(510,865)
-----------
$ 6,551,507 
=========== | $28,275,024 
(21,805,332)
(832,936)
-----------
5,636,756 
2,074,268 
(488,361)
-----------
$ 7,222,663 
===========

---

NOTE 5 - INVESTMENTS IN PROJECT PARTNERSHIPS (continued):   In accordance with the Partnership's policy of presenting the financial information
of the Project Partnerships on a three month lag, below is the summarized financial information for the Series' Project Partnerships as of  December 31 of each year:

|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   | DECEMBER 31,                                                                                                                                                                                                                                                                                                                                                                                                                       
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|SERIES 7                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           | 2004
----                                                                                                                                                                                                                                                                                                                                                                                                                          
|SUMMARIZED BALANCE SHEETS
Assets:
  Current assets
  Investment properties, net
  Other assets
    Total assets
Liabilities and Partners' Equity:
  Current liabilities
  Long-term debt
    Total liabilities
Partners' equity
  Gateway
  General Partners
    Total Partners' equity
    Total liabilities and partners'     equity
SUMMARIZED STATEMENTS OF OPERATIONS
Rental and other income
Expenses:
  Operating expenses
  Interest expense
  Depreciation and amortization
    Total expenses
      Net loss
Other partners' share of net loss
Partnership's share of net loss
Suspended losses
Equity in Losses of Project Partnerships | $ 3,827,640 
28,630,723 
13,204 
-----------
$32,471,567 
===========
$   856,813 
35,849,766 
-----------
36,706,579 
-----------
(3,929,006)
(306,006)
-----------
(4,235,012)
-----------
$32,471,567 
===========
$ 6,666,046 
-----------
3,435,485 
2,558,539 
1,494,903 
-----------
7,488,927 
-----------
$  (822,881)
============
$   (12,017)
============
$  (810,864)
671,265 
------------
$  (139,599)
============

(1)  As of December 31, 2004, the largest Project Partnership constituted 5.1% and 5.7%, and as of December 31, 2003 the largest Project Partnership constituted 5.1% and 5.7% of the combined total assets by series and combined total revenues by series, respectively.

---

NOTE 5 - INVESTMENTS IN PROJECT PARTNERSHIPS (continued):   In accordance with the Partnership's policy of presenting the financial information of the Project Partnerships on a three month lag, below is the summarized financial information for the Series' Project Partnerships as of  December 31 of each year:

|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   | DECEMBER 31,                                                                                                                                                                                                                                                                                                                                                                                                                       
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|SERIES 8                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           | 2004
----                                                                                                                                                                                                                                                                                                                                                                                                                          
|SUMMARIZED BALANCE SHEETS
Assets:
  Current assets
  Investment properties, net
  Other assets
    Total assets
Liabilities and Partners' Equity:
  Current liabilities
  Long-term debt
    Total liabilities
Partners' equity
  Gateway
  General Partners
    Total Partners' equity
    Total liabilities and partners'     equity
SUMMARIZED STATEMENTS OF OPERATIONS
Rental and other income
Expenses:
  Operating expenses
  Interest expense
  Depreciation and amortization
    Total expenses
      Net loss
Other partners' share of net loss
Partnership's share of net loss
Suspended losses
Equity in Losses of Project Partnerships | $ 3,739,242 
29,898,977 
43,322 
-----------
$33,681,541 
===========
$ 1,239,508 
37,745,148 
-----------
38,984,656 
-----------
(4,664,925)
(638,190)
-----------
(5,303,115)
-----------
$33,681,541 
===========
$ 6,504,960 
-----------
3,374,344 
2,511,212 
1,512,305 
-----------
7,397,861 
-----------
$  (892,901)
============
$    (7,845)
============
$  (885,056)
843,661 
------------
$   (41,395)
============

(1)  As of December 31, 2004, the largest Project Partnership constituted 5.3% and 4.0%, and as of December 31, 2003 the largest Project Partnership constituted 5.3% and 4.1% of the combined total assets by series and combined total revenues by series, respectively.
An affiliate of the General Partner is the operating general partner in one of the Project Partnerships included above.  The Project Partnership has total assets of $575,462, total liabilities of $820,380, Gateway equity of ($128,640), other partners equity of ($116,278), total revenue of $86,206, and net loss of $23,605.  The Project Partnership was not a related party as of December 31, 2002 and 2001.

---

NOTE 5 - INVESTMENTS IN PROJECT PARTNERSHIPS (continued):   In accordance with the Partnership's policy of presenting the financial information of the Project Partnerships on a three month lag, below is the summarized financial information for the Series' Project Partnerships as of  December 31 of each year:

|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   | DECEMBER 31,                                                                                                                                                                                                                                                                                                                                                                                                                    
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|SERIES 9                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           | 2004
----                                                                                                                                                                                                                                                                                                                                                                                                                       
|SUMMARIZED BALANCE SHEETS
Assets:
  Current assets
  Investment properties, net
  Other assets
    Total assets
Liabilities and Partners' Equity:
  Current liabilities
  Long-term debt
    Total liabilities
Partners' equity
  Gateway
  General Partners
    Total Partners' equity
    Total liabilities and     partners' equity
SUMMARIZED STATEMENTS OF OPERATIONS
Rental and other income
Expenses:
  Operating expenses
  Interest expense
  Depreciation and amortization
    Total expenses
      Net loss
Other partners' share of net loss
Partnership's share of net loss
Suspended losses
Equity in Losses of Project Partnerships | $ 1,930,617 
17,164,568 
4,302 
-----------
$19,099,487 
===========
$   324,971 
20,040,773 
-----------
20,365,744 
-----------
(960,476)
(305,781)
-----------
(1,266,257)
-----------
$19,099,487 
===========
$ 3,352,708 
-----------
1,715,832 
1,315,209 
786,226 
------------
3,817,267 
------------
$  (464,559)
============
$    (4,646)
============
$  (459,913)
302,229 
------------
$  (157,684)
============

(1)  As of December 31, 2004, the largest Project Partnership constituted 7.7% and 6.5%, and as of December 31, 2003 the largest Project Partnership constituted 7.7% and 6.4% of the combined total assets by series and combined total revenues by series, respectively.

---

NOTE 5 - INVESTMENTS IN PROJECT PARTNERSHIPS (continued):   In accordance with the Partnership's policy of presenting the financial information of the Project Partnerships on a three month lag, below is the summarized financial information for the Series' Project Partnerships as of  December 31 of each year:

|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   | DECEMBER 31,                                                                                                                                                                                                                                                                                                                                                                                                        
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|SERIES 10                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          | 2004
----                                                                                                                                                                                                                                                                                                                                                                                                           
|SUMMARIZED BALANCE SHEETS
Assets:
  Current assets
  Investment properties, net
  Other assets
    Total assets
Liabilities and Partners' Equity:
  Current liabilities
  Long-term debt
    Total liabilities
Partners' equity
  Gateway
  General Partners
    Total Partners' equity
    Total liabilities and partners'     equity
SUMMARIZED STATEMENTS OF OPERATIONS
Rental and other income
Expenses:
  Operating expenses
  Interest expense
  Depreciation and amortization
    Total expenses
      Net loss
Other partners' share of net loss
Partnership's share of net loss
Suspended losses
Equity in Losses of Project Partnerships | $ 1,724,502 
12,653,063 
1,974 
-----------
$14,379,539 
===========
$   320,218 
13,126,101 
-----------
13,446,319 
-----------
1,311,594 
(378,374)
-----------
933,220 
-----------
$14,379,539 
===========
$ 2,195,063 
-----------
1,153,775 
781,972 
469,719 
-----------
2,405,466 
-----------
$ (210,403)
===========
$   (3,449)
===========
$ (206,954)
73,357 
------------
$  (133,597)
============

(1)  As of December 31, 2004, the largest Project Partnership constituted 10.6% and 12.0%, and as of December 31, 2003 the largest Project Partnership constituted 11.3% and 12.2% of the combined total assets by series and combined total revenues by series, respectively.

---

NOTE 5 - INVESTMENTS IN PROJECT PARTNERSHIPS (continued):   In accordance with the Partnership's policy of presenting the financial information of the Project Partnerships on a three month lag, below is the summarized financial information for the Series' Project Partnerships as of  December 31 of each year:

|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           | DECEMBER 31,                                                                                                                                                                                                                                                                                                                                                                                                         
|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|SERIES 11                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  | 2004
----                                                                                                                                                                                                                                                                                                                                                                                                            
|SUMMARIZED BALANCE SHEETS
Assets:
  Current assets
  Investment properties, net
  Other assets
    Total assets
Liabilities and Partners' Equity:
  Current liabilities
  Long-term debt
    Total liabilities
Partners' equity
  Limited Partner
  General Partners
    Total Partners' equity
    Total liabilities and     partners' equity
SUMMARIZED STATEMENTS OF OPERATIONS
Rental and other income
Expenses:
  Operating expenses
  Interest expense
  Depreciation and amortization
    Total expenses
      Net loss
Other partners' share of net loss
Partnership's share of net loss
Suspended losses
Equity in Losses of Project Partnerships | $   946,787 
10,794,371 
294,853 
-----------
$12,036,011 
===========
$   236,291 
9,982,493 
-----------
10,218,784 
-----------
2,090,652 
(273,425)
-----------
1,817,227 
-----------
$12,036,011 
===========
$ 1,807,439 
-----------
1,113,123 
478,503 
511,998 
-----------
2,103,624 
-----------
$ (296,185)
===========
$  (19,155)
===========
$ (277,030)
164,424 
-----------
$ (112,606)
===========

(1)  As of December 31, 2004, the largest Project Partnership constituted 19.9% and 20.2%, and as of December 31, 2003 the largest Project Partnership constituted 20.2% and 20.7% of the combined total assets by series and combined total revenues by series, respectively.

---

NOTE 5 - INVESTMENTS IN PROJECT PARTNERSHIPS (continued):   In accordance with the Partnership's policy of presenting the financial information of the Project Partnerships on a three month lag, below is the summarized financial information for the Series' Project Partnerships as of  December 31 of each year:

|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           | DECEMBER 31,                                                                                                                                                                                                                                                                                                                                                                                                                                               
|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|TOTAL SERIES 7 - 11                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        | 2004
----                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|SUMMARIZED BALANCE SHEETS
Assets:
  Current assets
  Investment properties, net
  Other assets
    Total assets
Liabilities and Partners' Equity:
  Current liabilities
  Long-term debt
    Total liabilities
Partners' equity
  Limited Partner
  General Partners
    Total Partners' equity
    Total liabilities and     partners' equity
SUMMARIZED STATEMENTS OF OPERATIONS
Rental and other income
Expenses:
  Operating expenses
  Interest expense
  Depreciation and amortization
    Total expenses
      Net loss
Other partners' share of net loss
Partnership's share of net loss
Suspended losses
Equity in Losses of Project Partnerships | $ 12,168,788 
99,141,702 
357,655 
------------
$111,668,145 
============
$  2,977,800 
116,744,281 
------------
119,722,081 
------------
(6,152,160)
(1,901,776)
------------
(8,053,936)
------------
$111,668,145 
============
$ 20,526,216 
------------
10,792,559 
7,645,435 
4,775,151 
------------
23,213,145 
------------
$(2,686,929)
============
$   (47,112)
============
$(2,639,817)
2,054,936 
------------
$  (584,879)
============

---

NOTE 5 - INVESTMENTS IN PROJECT PARTNERSHIPS (continued):The Partnership's equity by Series as reflected by the Project Partnerships differs from the Partnership's Investments in Partnerships before acquisition fees and expenses and amortization by Series primarily because of suspended losses on the Partnership's books.

|                                               | Equity Per Project Partnership   
-----------------     | Equity Per  
Partnership
-----------             
|---------------------------------------------- | ------------------------------------------------------- | -------------------------------------------------
|Series 7
Series 8
Series 9
Series 10
Series 11 | $(3,929,006)
(4,664,925)
(960,476)
1,311,594 
2,090,653 | $  365,955 
29,837 
613,951 
1,522,913 
2,455,448

NOTE 6 - TAXABLE INCOME (LOSS):   The following is a reconciliation between Net Income (Loss) as described in the financial statements and the Partnership income (loss) for tax purposes:

|SERIES 7                                                                                                                     | 2005
----                         | 2004
----                         | 2003
----                        
|---------------------------------------------------------------------------------------------------------------------------- | --------------------------------- | --------------------------------- | ---------------------------------
|Net Loss per Financial Statements                                                                                            | $(261,487)                        | $(261,362)                        | $(233,056)                       
|Equity in Losses of Project Partnerships for tax purposes less than (in excess of) losses for financial statement purposes   | (923,850)                         | (1,006,515)                       | (927,361)                        
|Adjustments to convert March 31, fiscal year end to December 31, taxable year end                                            | (17,690)                          | 22,774                            | 21,890                           
|Items Expensed for Financial Statement purposes not expensed for Tax purposes:
  Asset Management Fee
  Amortization Expense | 91,474 
6,643 
-----------        | 24,255 
6,655 
-----------        | 43,642 
(9,419)
-----------      
|Partnership loss for tax purposes as of December 31                                                                          | $(1,104,910)
============         | $(1,214,193)
============         | $(1,104,304)
============        
|                                                                                                                             | December 31,
2004   
------------ | December 31,
2003   
------------ | December 31,
2002   
------------
|Federal Low Income Housing Tax Credits  (Unaudited)                                                                          | $   224,290 
===========          | $   975,096 
===========          | $ 1,695,195 
===========         

The differences in the assets and liabilities of the Series for financial reporting purposes and tax reporting purposes for the year ended March 31, 2005 are as follows:

Financial         	Tax
                             	Reporting         	Reporting
                             	Purposes	           	Purposes            		DifferencesInvestments in Local
Limited Partnerships          $  965,655         $(5,171,889)        $ 6,137,544
Other Assets                  $  596,113         $ 1,792,288         $(1,196,175)
Liabilities                   $  611,609         $    (6,381)        $   617,990

---

NOTE 6 - TAXABLE INCOME (LOSS)(Continued):   The following is a reconciliation between Net Income (Loss) as described in the financial statements and the Partnership income (loss) for tax purposes:

|SERIES 8                                                                                                                     | 2005
----                         | 2004
----                         | 2003
----                        
|---------------------------------------------------------------------------------------------------------------------------- | --------------------------------- | --------------------------------- | ---------------------------------
|Net Loss per Financial Statements                                                                                            | $  (179,166)                      | $  (176,442)                      | $  (193,325)                     
|Equity in Losses of Project Partnerships for tax purposes less than (in excess of) losses for financial statement purposes   | (1,018,059)                       | (1,119,372)                       | (1,046,407)                      
|Adjustments to convert March 31, fiscal year end to December 31, taxable year end                                            | (8,575)                           | 16,451                            | (2,521)                          
|Items Expensed for Financial Statement purposes not expensed for Tax purposes:
  Asset Management Fee
  Amortization Expense | 31,002 
3,072 
-----------        | 43,926 
3,489 
-----------        | 58,766 
2,753 
-----------       
|Partnership loss for tax purposes as of December 31                                                                          | $(1,171,726)
============         | $(1,231,948)
============         | $(1,180,734)
============        
|                                                                                                                             | December 31,
2004   
------------ | December 31,
2003   
------------ | December 31,
2002   
------------
|Federal Low Income Housing Tax Credits  (Unaudited)                                                                          | $   565,711 
===========          | $ 1,417,434 
===========          | $ 1,617,063 
===========         

The differences in the assets and liabilities of the Series for financial reporting purposes and tax reporting purposes for the year ended March 31, 2005 are as follows:

Financial          Tax
                               Reporting          Reporting
                               Purposes          Purposes        Differences
Investments in Local
Limited Partnerships           $  461,161         $(5,635,828)     $ 6,096,989
Other Assets                   $  552,557         $ 1,748,450      $ 1,195,893
Liabilities                    $  639,507         $    (6,966)     $   646,473

---

NOTE 6 - TAXABLE INCOME (LOSS)(Continued):   The following is a reconciliation between Net Income (Loss) as described in the financial statements and the Partnership income (loss) for tax purposes:

|SERIES 9                                                                                                                     | 2005
----                         | 2004
----                         | 20032
----                       
|---------------------------------------------------------------------------------------------------------------------------- | --------------------------------- | --------------------------------- | ---------------------------------
|Net Loss per Financial Statements                                                                                            | $  (234,846)                      | $  (311,941)                      | $  (346,402)                     
|Equity in Losses of Project Partnerships for tax purposes less than (in excess of) losses for financial statement purposes   | (421,291)                         | (423,589)                         | (460,255)                        
|Adjustments to convert March 31, fiscal year end to December 31, taxable year end                                            | (7,265)                           | 6,255                             | 4,083                            
|Items Expensed for Financial Statement purposes not expensed for Tax purposes:
  Asset Management Fee
  Amortization Expense | 16,737 
3,082 
-----------        | 40,841 
3,127 
-----------        | 41,045 
2,281 
-----------       
|Partnership loss for tax purposes as of December 31                                                                          | $  (643,583)
============         | $  (685,307)
============         | $  (759,248)
============        
|                                                                                                                             | December 31,
2004   
------------ | December 31,
2003   
------------ | December 31,
2002   
------------
|Federal Low Income Housing Tax Credits  (Unaudited)                                                                          | $   644,340 
============         | $   968,960 
============         | $   968,960 
============        

The differences in the assets and liabilities of the Series for financial reporting purposes and tax reporting purposes for the year ended March 31, 2005 are as follows:

Financial         Tax
                               Reporting         Reporting
                               Purposes         Purposes         Differences

Investments in Local
Limited Partnerships          $   798,862        $(1,955,314)      $ 2,754,176
Other Assets                  $   381,366        $ 1,132,192       $  (750,826)
Liabilities                   $   404,547        $     4,037       $   400,510

---

NOTE 6 - TAXABLE INCOME (LOSS)(Continued):   The following is a reconciliation between Net Income (Loss) as described in the financial statements and the Partnership income (loss) for tax purposes:

|SERIES 10                                                                                                                    | 2005
----                         | 2004
----                         | 2003
----                        
|---------------------------------------------------------------------------------------------------------------------------- | --------------------------------- | --------------------------------- | ---------------------------------
|Net Loss per Financial Statements                                                                                            | $  (186,326)                      | $  (228,743)                      | $  (246,694)                     
|Equity in Losses of Project Partnerships for tax purposes less than (in excess of) losses for financial statement purposes   | (260,311)                         | (208,567)                         | (206,405)                        
|Adjustments to convert March 31, fiscal year end to December 31, taxable year end                                            | (2,089)                           | 1,856                             | 2,066                            
|Items Expensed for Financial Statement purposes not expensed for Tax purposes:
  Asset Management Fee
  Amortization Expense | (89,867)
4,578 
-----------       | 12,745 
4,639 
-----------        | 15,375 
4,204 
-----------       
|Partnership loss for tax purposes as of December 31                                                                          | $  (534,015)
============         | $  (418,070)
============         | $  (431,454)
============        
|                                                                                                                             | December 31,
2004   
------------ | December 31,
2003   
------------ | December 31,
2002   
------------
|Federal Low Income Housing Tax Credits  (Unaudited)                                                                          | $   540,394 
============         | $   762,218 
============         | $   762,218 
============        

The differences in the assets and liabilities of the Series for financial reporting purposes and tax reporting purposes for the year ended March 31, 2005 are as follows:

Financial          Tax
                               Reporting          Reporting
                               Purposes           Purposes         Differences

Investments in Local
Limited Partnerships           $ 1,661,049        $  (196,175)     $ 1,857,224
Other Assets                   $   284,839        $   888,645      $  (603,806)
Liabilities                    $    40,082        $     2,610      $    37,472

---

NOTE 6 - TAXABLE INCOME (LOSS)(Continued):   The following is a reconciliation between Net Income (Loss) as described in the financial statements and the Partnership income (loss) for tax purposes:

|SERIES 11                                                                                                                    | 2005
----                         | 2004
----                         | 2003
----                        
|---------------------------------------------------------------------------------------------------------------------------- | --------------------------------- | --------------------------------- | ---------------------------------
|Net Loss per Financial Statements                                                                                            | $  (153,967)                      | $  (143,577)                      | $  (207,311)                     
|Equity in Losses of Project Partnerships for tax purposes less than (in excess of) losses for financial statement purposes   | (207,948)                         | (225,717)                         | (80,878)                         
|Adjustments to convert March 31, fiscal year end to December 31, taxable year end                                            | (3,760)                           | 1,662                             | 1,090                            
|Items Expensed for Financial Statement purposes not expensed for Tax purposes:
  Asset Management Fee
  Amortization Expense | (131,503)
6,726 
-----------      | (5,493)
7,123 
-----------        | (4,403)
8,295 
-----------       
|Partnership loss for tax purposes as of December 31                                                                          | $  (490,452)
============         | $  (366,002)
============         | $  (283,207)
============        
|                                                                                                                             | December 31,
2004   
------------ | December 31,
2003   
------------ | December 31,
2002   
------------
|Federal Low Income Housing Tax Credits  (Unaudited)                                                                          | $   754,678 
============         | $   754,678 
============         | $   754,678 
============        

The differences in the assets and liabilities of the Series for financial reporting purposes and tax reporting purposes for the year ended March 31, 2005 are as follows:

Financial         Tax
                                Reporting         Reporting
                                Purposes         Purposes         Differences

Investments in Local
Limited Partnerships            $ 2,664,780       $ 1,822,136       $   842,644
Other Assets                    $   369,396       $   791,891       $  (422,495)
Liabilities                     $         0       $    60,223       $   (60,223)

---

NOTE 6 - TAXABLE INCOME (LOSS)(Continued):   The following is a reconciliation between Net Income (Loss) as described in the financial statements and the Partnership income (loss) for tax purposes:

|TOTAL SERIES 7-11                                                                                                            | 2005
----                    | 2004
----                    | 2003
----                  
|---------------------------------------------------------------------------------------------------------------------------- | ---------------------------- | ---------------------------- | ---------------------------
|Net Loss per Financial Statements                                                                                            | $(1,015,792)                 | $(1,122,065)                 | $(1,226,788)               
|Equity in Losses of Project Partnerships for tax purposes less than (in excess of) losses for financial statement purposes   | (2,831,459)                  | (2,983,760)                  | (2,721,306)                
|Adjustments to convert March 31, fiscal year end to December 31, taxable year end                                            | (39,379)                     | 48,998                       | 26,608                     
|Items Expensed for Financial Statement purposes not expensed for Tax purposes:
  Asset Management Fee
  Amortization Expense | (82,157)
24,101 
----------- | 116,274 
25,032 
----------- | 154,425 
8,114 
-----------
|Partnership loss for tax purposes as of December 31                                                                          | $(3,944,686)
============    | $(3,915,521)
============    | $(3,758,947)
============  

The difference in the total value of the Partnership's Investment in Project Partnerships is approximately $5,205,718 higher for Series 7, $5,071,160 higher for Series 8, $2,328,343 higher for Series 9, $1,597,854 higher for Series 10 and $637,661 higher for Series 11 for financial reporting purposes than for tax return purposes because (i) there were depreciation differences between financial reporting purposes and tax return purposes and (ii) certain expenses are not deductible for tax return purposes.
   The differences in the assets and liabilities of the Fund for financial reporting purposes and tax reporting purposes for the year ended March 31, 2005 are as follows:

Financial         Tax
                               Reporting         Reporting
                               Purposes         Purposes         
Differences

Investments in Local
Limited Partnerships           $ 6,551,507       $(11,137,070)      $17,688,577
Other Assets                   $ 2,184,271       $  6,353,466       $(4,169,195)
Liabilities                    $ 1,695,745       $     53,523       $ 1,642,222

---

NOTE 8 - SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED):
Series 7Year 2005                Quarter 1	     Quarter 2     Quarter 3     Quarter 4
                         6/30/2004     9/30/2004     12/31/2004     3/31/2005
Total Revenues           $   8,614     $   15,568    $    9,642     $   12,878
Net Income (Loss)        $ (70,712)    $  (57,558)   $  (65,174)    $ (68,043)
Earnings (Loss) Per
Weighted Average
Beneficial Assignee
Certificates Outstanding $   (6.73)    $    (5.48)   $    (6.21)    $   (6.48)
Series 8Year 2005               Quarter 1     Quarter 2     Quarter 3     Quarter 4
                         6/30/2004     9/30/2004     2/31/2004     3/31/2005Total Revenues           $   9,239     $   7,382     $  12,156     $   7,954
Net Income (Loss)        $ (46,021)    $ (52,110)    $ (47,086)    $ (33,949)
Earnings (Loss) Per
Weighted Average
Beneficial Assignee
Certificates Outstanding $   (4.57)    $   (5.17)    $   (4.67)    $   (3.37)
Series 9Year 2005                Quarter 1     Quarter 2	     Quarter 3     Quarter 4
                         6/30/2004     9/30/2004     12/31/2004     3/31/2005
Total Revenues           $   5,465     $   3,252     $   6,518     $   5,739
Net Income (Loss)        $ (67,293)    $ (68,821)    $ (14,543)    $ (84,189)
Earnings (Loss) Per
Weighted Average
Beneficial Assignee
Certificates Outstanding $  (10.65)    $  (10.89)    $   (2.30)    $  (13.33)

---

NOTE 8 - SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED)(Continued):Series 10
Year 2005                Quarter 1     Quarter 2     Quarter 3      Quarter 4
                         6/30/2004     9/30/2004     12/31/2004     3/31/2005
Total Revenues           $   4,428     $   4,026     $   4,177      $   2,617
Net Income (Loss)        $ (50,165)    $ (50,258)    $ (63,785)     $ (22,118)
Earnings (Loss) Per
Weighted Average
Beneficial Assignee
Certificates Outstanding $   (9.85)    $   (9.87)    $  (12.52)     $   (4.34)

---

NOTE 8 - SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED) (Continued):
Series 7Year 2004                Quarter 1	    Quarter 2     Quarter 3      Quarter 4
                         6/30/2003     9/30/2003     12/31/2003     3/31/2004
Total Revenues           $   7,946     $    6,109    $   13,495     $   11,137
Net Income (Loss)        $ (78,203)    $  (26,171)   $  (84,911)    $ (72,077)
Earnings (Loss) Per
Weighted Average
Beneficial Assignee
Certificates Outstanding $   (7.45)    $    (2.49)   $    (8.09)    $   (6.86)
Series 8Year 2004               Quarter 1     Quarter 2     Quarter 3     Quarter 4
                         6/30/2003     9/30/2003     2/31/2003     3/31/2004Total Revenues           $   5,669     $   6,911     $  16,282     $  13,036
Net Income (Loss)        $ (64,767)    $ (44,859)    $ (53,474)    $ (13,342)
Earnings (Loss) Per
Weighted Average
Beneficial Assignee
Certificates Outstanding $   (6.42)    $   (4.45)    $   (5.30)    $   (1.33)
Series 9Year 2004	               Quarter 1     Quarter 2 	    Quarter 3      Quarter 4
                         6/30/2003     9/30/2003     12/31/2003     3/31/2004
Total Revenues           $   4,335     $   5,039     $   4,077     $   4,402
Net Income (Loss)        $ (84,012)    $ (64,015)    $ (69,472)    $ (94,442)
Earnings (Loss) Per
Weighted Average
Beneficial Assignee
Certificates Outstanding $  (13.30)    $  (10.13)    $  (11.00)    $  (14.95)

---

NOTE 8 - SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED)(Continued):Series 10
Year 2004                Quarter 1     Quarter 2     Quarter 3      Quarter 4
                         6/30/2003     9/30/2003     12/31/2003     3/31/2004
Total Revenues           $   3,430     $   3,399     $   4,946      $   3,409
Net Income (Loss)        $ (55,433)    $ (59,064)    $ (64,986)     $ (49,260)
Earnings (Loss) Per
Weighted Average
Beneficial Assignee
Certificates Outstanding $  (10.88)    $  (11.59)    $  (12.76)     $   (9.68)

---

Hill, Barth & King LLC
5121 Zuck Road
Erie, PA 16506
PHONE: 814-836-9968
FAX: 814-836-9989

INDEPENDENT AUDITORS' REPORT
                             ----------------------------

To the Partners 
Maple Street Apartments Limited Partnership 
Emporium, Pennsylvania
We have audited the accompanying balance sheets of Maple Street Apartments Limited Partnership as of December 31, 2004 and 2003 and the related statements of operations, partners' equity (deficit) and cash flows for the years then ended.  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 U.S. generally accepted auditing standards and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States.  Those standards require that we plan and perform the audits 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 the significant estimates made by 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 financial position of Maple Street Apartments Limited Partnership as of December 31, 2004 and 2003 and the results of its operations and its cash flows for the years then ended in conformity with U.S. generally accepted accounting principles.
In accordance with Government Auditing Standards, we have also issued our report dated January 21, 2005 on our consideration of Maple Street Apartments Limited Partnership internal control over financial reporting and our tests of its compliance with certain provisions of laws, regulations, contracts and grant agreements.  That report is an integral part of an audit performed in accordance with Government Auditing Standards and should be read in conjunction with this report in considering the results of our audits.

/s/ Hill, Barth & King LLC
Certified Public Accountants
January 21, 2005

---

Habif, Arogeti & Wynne, LLP
5565 Glenridge Connector, Suite 200
Atlanta, GA 30342
PHONE: 404-892-9651
FAX: 404-876-3913

INDEPENDENT AUDITORS' REPORT
                             ------------------------------

To the Partners 
Creekstone Apartments, L.P.

We have audited the accompanying balance sheets of CREEKSTONE APARTMENTS, L.P. (a limited partnership) as of December 31, 2004 and 2003, and the related statements of operations, changes in partners' equity (deficit), and cash flows for the years then ended.  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 of America. Those standards require that we plan and perform the audits 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 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 financial position of CREEKSTONE APARTMENTS, L.P. as of December 31, 2004 and 2003, and the results of its operations, its changes in partners equity (deficit), and its cash flows for the years then ended, in conformity with accounting principles generally accepted in the United States of America.

Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information on pages 10-11 is presented for purposes of additional analysis and is not a required part of the basic financial statements.  Such information has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.

/s/ Habif, Arogeti & Wynne, LLP
Certified Public Accountants
Atlanta, Georgia
February 4, 2005

---

Blackman & Associates, P.C.
17445 Arbor Street, Suite 200
Omaha, Nebraska  68130
PHONE: 402-330-1040
FAX: 402-333-9189

INDEPENDENT AUDITORS' REPORT
                               	 -----------------------------

To the Partners 
Gila Bend Housing, Ltd.
Scottsdale, Arizona

We have audited the accompanying balance sheets of Gila Bend Housing, Ltd. (An Arizona Limited Partnership) as of December 31, 2004 and 2003, and the related statements of operations, changes in partners' deficit, and cash flows for the years then ended.  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 of America, the standards applicable to financial audits contained in Government Auditing Standards issued by the Comptroller General of the United States, and the United States Department of Agriculture Rural Development Audit Programdated October 2004 - specifically Attachment 1 relating to Rural Rental Housing Loans.  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 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 financial position of Gila Bend Housing, Ltd. as of December 31, 2004 and 2003, and the results of its operations and its cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America.

In accordance with Government Auditing Standards, we have also issued reports dated January 20, 2005, on our consideration of Gila Bend Housing, Ltd.'s internal control over financial reporting and on our tests of its compliance with certain provisions of laws, regulations, contracts, and grant agreements and other matters.  The purpose of those reports are to describe the scope of our testing of internal control over financial reporting and compliance and the results of that testing and not to provide an opinion on the internal control over financial reporting or on compliance.  Those reports are an integral part of the audit performed in accordance with Government Auditing Standards and should be read in conjunction with this report in considering the results of our audit.

Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole.  The accompanying supplementary information shown on pages 14
- 18 is presented for the purposes of additional analysis and is not a required part of the basic financial statements of Gila Bend Housing, Ltd.  Such information has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects, in relation to the financial statements taken as a whole.

/s/ Blackman & Associates, P.C.
Certified Public Accountants
Omaha, Nebraska
January 20, 2005

---

Habif, Arogeti & Wynne, LLP
5565 Glenridge Connector, Suite 200
Atlanta, GA 30342
PHONE: 404-892-9651
FAX: 404-876-3913

INDEPENDENT AUDITORS' REPORT
                               -------------------------------

To the Partners of 
Manchester Elderly Housing, L.L.P.

We have audited the accompanying balance sheets of MANCHESTER ELDERLY HOUSING, L.L.P. (USDA Rural Development Case No. 10-099-581965616), a limited partnership, as of December 31, 2004 and 2003, and the related statements of operations, changes in partners' equity (deficit), and cash flows for the years then ended.  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 of America, the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States, and the Audit Program of the Rural Development Services Office of the U.S. Department of Agriculture, formerly known as the Farmers Home Administration.  Those standards require that we plan and perform the audits 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 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 financial position of MANCHESTER ELDERLY HOUSING, L.L.P. as of December 31, 2004 and 2003, and the results of its operations, its changes in partners equity (deficit), and its cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America.

In accordance with Government Auditing Standards, we have also issued our report dated February 28, 2005, on our consideration of MANCHESTER ELDERLY HOUSING, L.L.P.'s internal control and our report dated February 28, 2005, on its compliance with laws and regulations applicable to the financial statements.  Those reports are an integral part of an audit performed in accordance with Government Auditing Standards and should be read in conjunction with this report in considering the results of our audits.

Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole.  The supplemental information on pages 12-15 is presented for purposes of additional analysis and is not a required part of the basic financial statements.  Such information has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.

/s/ Habif, Arogeti & Wynne, LLP
Certified Public Accountants
Atlanta, Georgia
February 28, 2005

---

Henderson & Godbee, P.C.
3488 N. Valdosta Rd. - P.O. Box 2241
Valdosta, GA 31604-2241
PHONE: 229-245-6040
FAX: 229-245-1669

INDEPENDENT AUDITORS' REPORT
                              -------------------------------

To the Partners 
Meadow Run Apartments, L.P.
Valdosta, Georgia

We have audited the accompanying balance sheets of Meadow Run Apartments, L.P. (a limited partnership), Federal ID #:58-1994614, as of December 31, 2004 and 2003, and the related statements of income, partners' equity (deficit), and cash flows for the years then ended.  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 of America and Government Auditing Standards issued by the Comptroller General of 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 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 financial position of Meadow Run Apartments, L.P. as of December 31, 2004 and 2003, and the results of its operations and its cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America.

In accordance with Government Auditing Standards, we have also issued reports dated January 21, 2005, on our consideration of Meadow Run Apartments, L.P.'s internal control structure and its compliance with laws and regulations.  These reports are an integral part of an audit performed in accordance with Government Auditing Standards and should be read in conjunction with this report in considering the results of our audits.

/s/ Henderson & Godbee, P.C.
Certified Public Accountants
January 21, 2005

---

Henderson & Godbee, P.C.
3488 N. Valdosta Rd. - P.O. Box 2241
Valdosta, GA 31604-2241
PHONE: 229-245-6040
FAX: 229-245-1669

INDEPENDENT AUDITORS' REPORT
                                 ------------------------------

To the Partners 
Mt. Vernon Rental Housing, L.P.
Valdosta, Georgia

We have audited the accompanying balance sheets of Mt. Vernon Rental Housing, L.P. (a limited partnership), Federal ID No. 58-1965613, as of December 31, 2004 and 2003, and the related statements of income, partners' equity (deficit) and cash flows for the years then ended.  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 of America and Government Auditing Standards issued by the Comptroller General of the United States.  Those standards require that we plan and perform the audits 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 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 financial position of Mt. Vernon Rental Housing, L.P. as of December 31, 2004 and 2003, and the results of its operations and its cash flows for the years then ended in conformity with auditing standards generally accepted in the United States of America.

In accordance with Government Auditing Standards, we have also issued a report dated January 21, 2005 on our consideration of Mt. Vernon Rental Housing, L.P.'s internal control structure and a report dated January 21, 2005 on its compliance with laws and regulations.  These reports are an integral part of an audit performed in accordance with Government Auditing Standards and should be read in conjunction with this report in considering the results of our audits.

/s/ Henderson & Godbee, P.C.
Certified Public Accountants
January 21, 2005

---

Henderson & Godbee, P.C.
3488 N. Valdosta Rd. - P.O. Box 2241
Valdosta, GA 31604-2241
PHONE: 229-245-6040
FAX: 229-245-1669

INDEPENDENT AUDITORS' REPORT
                              -------------------------------

To the Partners 
Lakeland II L.P.
Lakeland, Georgia

We have audited the accompanying balance sheets of Lakeland II, L.P. (a limited partnership), Federal ID # 58-1965624, as of December 31, 2004 and 2003, and the related statements of income, partners' equity (deficit) and cash flows for the years then ended.  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 of America and Government Auditing Standards issued by the Comptroller General of the United States.  Those standards require that we plan and perform the audits 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 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 financial position of Lakeland II, L.P. as of December 31, 2003 and 2002, and the results of its operations and its cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America.

In accordance with Government Auditing Standards, we have also issued a report dated January 21, 2005, on our consideration of Lakeland II, L.P.'s internal control structure and a report dated January 21, 2005 on its compliance with laws and regulations.  Those reports are an integral part of an audit performed in accordance with Government Auditing Standards and should be read in conjunction with this report in considering the results of our audits.

/s/ Henderson & Godbee, P.C.
Certified Public Accountants
January 21, 2005

---

Henderson & Godbee, P.C.
3488 N. Valdosta Rd. - P.O. Box 2241
Valdosta, GA 31604-2241
PHONE: 229-245-6040
FAX: 229-245-1669

INDEPENDENT AUDITORS' REPORT
                             --------------------------------

To the Partners 
Blue Ridge Elderly Housing, L.P.
Valdosta, Georgia

We have audited the accompanying balance sheets of Blue Ridge Elderly Housing, L.P. (a limited partnership), Federal ID No.: 58-1936981 as of December 31, 2004 and 2003, and the related statements of income, partners' equity (deficit), and cash flows for the years then ended.  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 of America and Government Auditing Standards issued by the Comptroller General of the United States.  Those standards require that we plan and perform the audits 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 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 financial position of Blue Ridge Elderly Housing, L.P. as of December 31, 2004 and 2003, and the results of its operations and its cash flows for the years then ended in conformity with auditing standards generally accepted in the United States of America.

In accordance with Government Auditing Standards we have also issued a report dated January 21, 2005 on our consideration of Blue Ridge Elderly Housing, L.P.'s internal control structure and a report dated January 21, 2005 on its compliance with laws and regulations.  These reports are an integral part of an audit performed in accordance with Government Auditing Standards and should be read in conjunction with this report in considering the results of our audits.

/s/ Henderson & Godbee, P.C.
Certified Public Accountants
January 21, 2005

---

Henderson & Godbee, P.C.
3488 N. Valdosta Rd.-P.O. Box 2241
Valdosta, GA 31604-2241
PHONE: 229-245-6040
FAX: 229-245-1669

INDEPENDENT AUDITORS' REPORT
                             --------------------------------

To the Partners 
Cottondale Rental Housing, L.P.
Valdosta, Georgia

We have audited the accompanying balance sheets of Cottondale Rental Housing, L.P. (a limited partnership), Federal ID No.: 58-1924862 as of December 31, 2004 and 2003, and the related statements of income, partners' equity (deficit), and cash flows for the years then ended.  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 of America and Government Auditing Standards issued by the Comptroller General of the United States.  Those standards require that we plan and perform the audits 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 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 financial position of Cottondale Rental Housing, L.P. as of December 31, 2004 and 2003, and the results of its operations and its cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America.

In accordance with Government Auditing Standards, we have also issued reports dated January 21, 2005 on our consideration of Cottondale Rental Housing, L.P.'s internal control structure and a report dated January 21, 2005 on its compliance with laws and regulations.  These reports are an integral part of an audit performed in accordance with Government Auditing Standards and should be read in conjunction with this report in considering the results of our audit.

/s/ Henderson & Godbee, P.C.
Certified Public Accountants
January 21, 2005

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Henderson & Godbee, P.C.
3488 N. Valdosta Rd. - P.O. Box 2241
Valdosta, GA 31604-2241
PHONE: 229-245-6040
FAX: 229-245-1669

INDEPENDENT AUDITORS' REPORT
                             -------------------------------

To the Partners 
Arbor Trace Apartments Phase II, L.P.
Lake Park, Georgia

We have audited the accompanying balance sheets of Arbor Trace Apartments Phase II, L.P. (a limited partnership), Federal ID No. 58-2032771 as of December 31, 2004 and 2003, and the related statements of income, partners' equity (deficit), and cash flows for the years then ended. 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 of America and Government Auditing Standards issued by the Comptroller General of the United States.  Those standards require that we plan and perform the audits 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 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 financial position of Arbor Trace Apartments Phase II, L.P. as of December 31, 2004 and 2003, and the results of its operations and its cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America.

In accordance with Government Auditing Standards, we have also issued a report dated January 21, 2005 on our consideration of Arbor Trace Apartments Phase II, L.P.'s internal control structure and a report dated January 21, 2005 on its compliance with laws and regulations.  These reports are an integral part of an audit performed in accordance with Government Auditing Standards and should be read in conjunction with this report in considering the results of our audits.

/s/ Henderson & Godbee, P.C.
Certified Public Accountants
January 21, 2005

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Habif, Arogeti & Wynne, LLP
5565 Glenridge Connector, Suite 200
Atlanta, GA 30342
PHONE: 404-892-9651
FAX: 404-876-3913

INDEPENDENT AUDITORS' REPORT
                                 -------------------------------

To the Partners 
Omega Rental Housing, L.P.

We have audited the accompanying balance sheets of OMEGA RENTAL HOUSING, L.P., (Rural Development Case No. 11-037-582031602), a Georgia limited partnership, as of December 31, 2004 and 2003, and the related statements of operations, changes in partners' accumulated deficit, and cash flows for the years then ended.  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 of America, the standards applicable to financial statement audits contained in Government Auditing Standards, issued by the Comptroller General of the United States, and the Rural Development Services Office of the U.S. Department of Agriculture's, formerly known as the Farmers Home Administration, Audit Program.  Those standards require that we plan and perform the audits 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 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 financial position of OMEGA RENTAL HOUSING, L.P. as of December 31, 2004 and 2003, and the results of its operations, its changes in partners' accumulated deficit, and its cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America.

In accordance with Government Auditing Standards, we have also issued a report dated January 18, 2005, on our consideration of OMEGA RENTAL HOUSING, L.P.'s internal control and a report dated January 18, 2005, on its compliance with laws and regulations applicable to the financial statements.  Those reports are an integral part of an audit performed in accordance with Government Auditing Standards and should be read in conjunction with this report in considering the results of our audits.

Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole.  The supplemental information on page 11-13 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.

/s/ Habif, Arogeti & Wynne, LLP
Certified Public Accountants
Atlanta, Georgia
January 18, 2005

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Habif, Arogeti & Wynne, LLP
5565 Glenridge Connector, Suite 200
Atlanta, GA 30342
PHONE: 404-892-9651
FAX: 404-876-3913

INDEPENDENT AUDITORS' REPORT
                               --------------------------------

To the Partners 
Magnolia Place, L.P.

We have audited the accompanying balance sheets of MAGNOLIA PLACE, L.P. (a Georgia limited partnership) as of December 31, 2004 and 2003, and the related statements of operations, changes in partners' equity, and cash flows for the years then ended.  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 of America. Those standards require that we plan and perform the audits 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 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 financial position of MAGNOLIA PLACE, L.P. as of December 31, 2004 and 2003, and the results of its operations, its changes in partners' equity, and its cash flows for the years then ended, in conformity with accounting principles generally accepted in the United States of America.

Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole.  The supplemental information on pages 10
- 11 is presented for purposes of additional analysis and is not a required part of the basic financial statements.  Such information has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.

/s/ Habif, Arogeti & Wynne, LLP
Certified Public Accountants
Atlanta, Georgia
January 18, 2005

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Baird, Kurtz & Dobson, LLP
5000 Rogers Avenue, Suite 700
Fort Smith, AR 72903-2079
PHONE: 479-452-1040
FAX: 479-452-5542

INDEPENDENT AUDITORS' REPORT
                            --------------------------------

Partners 
Antlers Properties I, A Limited Partnership
 D/B/A Woodbine Apartments
Fort Smith, Arkansas

We have audited the accompanying balance sheets of Antlers Properties I, A Limited Partnership, D/B/A Woodbine as of December 31, 2004 and 2003, and the related statements of operations, partners' equity (deficit) and cash flows for the years then ended.  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 of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of 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 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 financial position of Antlers Properties I, A Limited Partnership, D/B/A Woodbine as of December 31, 2004 and 2003, and the results of its operations and its cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America.

In accordance with Government Auditing Standards, we have also issued our report dated February 9, 2005, on our consideration of the Partnership's internal control over financial reporting and our tests of its compliance with certain provisions of laws, regulations, contracts and grant agreements and other matters.  The purpose of that report is to describe the scope of our testing of internal control over financial reporting and compliance and the results of that testing, and not to provide an opinion on the internal control over financial reporting or on compliance.  That report is an integral part of an audit performed in accordance with Government Auditing Standards and should be considered in assessing the results of our audit.

/s/ Baird, Kurtz & Dobson, LLP
Certified Public Accountants
February 9, 2005

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Baird, Kurtz & Dobson, LLP
5000 Rogers Avenue, Suite 700
Fort Smith, AR 72903-2079
PHONE: 479-452-1040
FAX: 479-452-5542

INDEPENDENT AUDITORS' REPORT
                              -------------------------------

Partners 
Meadowview Properties, A Limited Partnership
 D/B/A GardenWalk on 41st Circle
Fort Smith, Arkansas

We have audited the accompanying balance sheets of Meadowview Properties, A Limited Partnership, D/B/A GardenWalk on 41st Circle as of December 31, 2004 and 2003, and the related statements of operations, partners' equity (deficit) and cash flows for the years then ended.  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 of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of 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 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 financial position of Meadowview Properties, A Limited Partnership, D/B/A GardenWalk on 41st Circle as of December 31, 2004 and 2003, and the results of its operations and its cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America.

In accordance with Government Auditing Standards, we have also issued our report dated February 9, 2005, on our consideration of the Partnership's internal control over financial reporting and our tests of its compliance with certain provisions of laws, regulations, contracts and grant agreements and other matters.  The purpose of that report is to describe the scope of our testing of internal control over financial reporting and compliance and the results of that testing, and not to provide an opinion on the internal control over financial reporting or on compliance.  That report is an integral part of an audit performed in accordance with Government Auditing Standards and should be considered in assessing the results of our audit.

/s/ Baird, Kurtz & Dobson, LLP
Certified Public Accountants
February 9, 2005

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Eide Bailly LLP
200 E. 10th Street, Suite 500
P.O. Box 5126
Sioux Falls, SD 57117-5126
PHONE: 605-339-1999
FAX: 605-339-1306

INDEPENDENT AUDITORS' REPORT
                            -------------------------------

The Partners Sunrise I Apartments Limited PartnershipSioux Falls, South Dakota

We have audited the accompanying balance sheets of Sunrise I Apartments Limited Partnership as of December 31, 2004 and 2003, and the related statements of operations, changes in partners' deficit and cash flows for the years then ended.  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 of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of 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 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 financial position of Sunrise I Apartments Limited Partnership as of December 31, 2004 and 2003, and the results of its operations and its cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America.

In accordance with Government Auditing Standards, we have also issued our report dated January 31, 2005, on our consideration of Sunrise I Apartments Limited Partnership's internal control over financial reporting and our tests of its compliance with certain provisions of laws, regulations, contracts and grants.  That report is an integral part of an audit performed in accordance with Government Auditing Standards and should be read in conjunction with this report in considering the results of our audit.

Our audits were performed for the purpose of forming an opinion on the financial statements taken as a whole.  The accompanying supplementary information on pages 11 and 12 is presented for purposes of additional analysis and is not a required part of the financial statements of Sunrise I Apartments Limited Partnership.  Such information has been subjected to the auditing procedures applied in the audits of the financial statements and, in our opinion, is fairly stated, in all material respects, in relation to the financial statements taken as a whole.

/s/ Eide Bailly LLP
Certified Public Accountants
Sioux Falls, South Dakota
January 31, 2005

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Bernard Robinson & Company, L.L.P.
109 Muirs Chapel Rd.-P.O. Box 19608
Greensboro, NC 27419-9608
PHONE: 336-294-4494
FAX: 336-547-0840

INDEPENDENT AUDITORS' REPORT
                                 --------------------------------

To the Partners 
Peachtree Associates Limited Partnership
Charlotte, North Carolina

We have audited the accompanying balance sheets of Peachtree Associates Limited Partnership (a South Carolina limited partnership) as of December 31, 2004 and 2003, and the related statements of operations, partners' equity (deficit), and cash flows for the years then ended. 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 U.S. generally accepted auditing standards and the standards applicable to financial audits contained in Government Auditing Standards issued by the Comptroller General of the United States.  Those standards require that we plan and perform the audits 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 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 financial position of Peachtree Associates Limited Partnership as of December 31, 2004 and 2003, and the results of its operations and its cash flows for the years then ended in conformity with U.S. generally accepted accounting principles.

In accordance with Government Auditing Standards, we have also issued our report dated January 31, 2005, on our consideration of the Partnership's internal control over financial reporting and our tests of its compliance with certain provisions of laws, regulations, contracts and grant agreements and other matters.  The purpose of that report is to describe the scope of our testing of internal control over financial reporting or on compliance.  That report is an integral part of an audit performed in accordance with Government Auditing Standards and should be read in conjunction with this report in considering the results of our audits.

Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplementary information listed in the table of contents is presented for purposes of additional analysis and is not a required part of the basic financial statements of the Partnership.  Such information has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.

/s/ Bernard Robinson & Company, L.L.P.
Certified Public Accountants
January 31, 2005

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Brown Edwards & Company, LLP
1969 Lee Highway
P.O. Box 16999
Bristol, VA 24209-6999
PHONE: 276-466-5248
FAX: 276-466-9241

INDEPENDENT AUDITORS' REPORT
                               ------------------------------

To the Partners 
Mountain City Manor Limited Partnership

We have audited the accompanying balance sheet of Mountain City Manor Limited Partnership as of December 31, 2004, and the related statements of operations, partners' deficit and cash flows for the year then ended.  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 audit.  The financial statements of Mountain City Manor Limited Partnership as of December 31, 2003, and for the year then ended were audited by other auditors who have ceased operations.  Those auditors expressed an unqualified opinion on those statements in their report dated February 15, 2004.

We conducted our audit in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards issued by the Comptroller General of 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 management, as well as evaluating the overall financial statement presentation.  We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Mountain City Manor Limited Partnership as of December 31, 2004, and the results of its operations, changes in partners' deficit, and its cash flows for the year then ended in conformity with accounting principles generally accepted in the United States of America.

In accordance with Government Auditing Standards, we have also issued our report dated February 15, 2005 on our consideration of Mountain City Manor Limited Partnership's internal control over financial reporting and on our tests of its compliance with certain provisions of laws, regulations, contracts and other matters.  The purpose of that report is to describe the scope of our testing of internal control over financial reporting and compliance and the results of that testing and not to provide an opinion on the internal control over financial reporting or on compliance.  That report is an integral part of an audit performed in accordance with Government Auditing Standardsand should be read in conjunction with this report in considering the results of our audit.

/s/ Brown, Edwards & Company, LLP
Certified Public Accountants
February 15, 2005

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Thomas C. Cunningham, CPA PC
23 Moore Street
Bristol, VA 24201
PHONE: 276-669-5531
FAX: 276-669-5576

INDEPENDENT AUDITORS' REPORT
                               ------------------------------

To the Partners 
Mountain City Manor Limited Partnership

I have audited the accompanying balance sheets of Mountain City Manor Limited Partnership as of December 31, 2003 and 2002, and the related statements of operations, partners' deficit and cash flows for the years then ended.  These financial statements are the responsibility of the Partnership's management.  My responsibility is to express an opinion on these financial statements based on my audits.

I conducted my audits in accordance with auditing standards generally accepted in the United States and Government Auditing Standards issued by the Comptroller General of the United States, and the U.S. Department of Agriculture, Farmers Home Administration Audit Program.  Those standards require that I plan and perform the audits 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 management, as well as evaluating the overall financial statement presentation.  I believe that my audits provide a reasonable basis for my opinion.

In my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Mountain City Manor Limited Partnership as of December 31, 2003 and 2002, and the results of its operations, changes in partners' deficit, and its cash flows for the years then ended in conformity with generally accepted accounting principles.

In accordance with Government Auditing Standards, I have also issued my report dated February 15, 2004 on my consideration of Mountain City Manor Limited Partnership's internal control over financial reporting and on my tests of its compliance with certain provisions of laws and regulations.

/s/ Thomas C. Cunningham, CPA PC
Certified Public Accountants
February 15, 2004

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Brown, Edwards & Company, LLP
1969 Lee Highway
P.O. Box 16999
Bristol, VA 24209-6999
PHONE: 276-466-5248
FAX: 276-466-9241

INDEPENDENT AUDITORS' REPORT
                             ---------------------------------

To the Partners 
Tazewell Village Limited Partnership

We have audited the accompanying balance sheet of Tazewell Village Limited Partnership as of December 31, 2004, and the related statements of operations, partners' deficit and cash flows for the year then ended.  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 audit.  The financial statements of Tazewell Village Limited Partnership as of December 31, 2003, and for the year then ended were audited by other auditors who have ceased operations.  Those auditors expressed an unqualified opinion on those statements in their report dated February 15, 2004.

We conducted our audit in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards issued by the Comptroller General of 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 management, as well as evaluating the overall financial statement presentation.  We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Tazewell Village Limited Partnership as of December 31, 2004, and the results of its operations, changes in partners' deficit, and its cash flows for the year then ended in conformity with accounting principles generally accepted in the United States of America.

In accordance with Government Auditing Standards, we have also issued our report dated February 15, 2005 on our consideration of Tazewell Village Limited Partnership's internal control over financial reporting and on our tests of its compliance with certain provisions of laws, regulations, contracts and other matters.  The purpose of that report is to describe the scope of our testing of internal control over financial reporting and compliance and the results of that testing and not to provide an opinion on the internal control over financial reporting or on compliance.  That report is an integral part of an audit performed in accordance with Government Auditing Standardsand should be read in conjunction with this report in considering the results of our audit.

/s/ Brown, Edwards & Co., LLP
Certified Public Accountants
February 15, 2005

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Thomas C. Cunningham, CPA PC
23 Moore Street
Bristol, VA 24201
PHONE: 276-669-5531
FAX: 276-669-5576

INDEPENDENT AUDITORS' REPORT
                             ---------------------------------

To the Partners 
Tazewell Village Limited Partnership

I have audited the accompanying balance sheets of Tazewell Village Limited Partnership as of December 31, 2003 and 2002, and the related statements of operations, partners' deficit and cash flows for the years then ended.  These financial statements are the responsibility of the Partnership's management.  My responsibility is to express an opinion on these financial statements based on my audits.

I conducted my audits in accordance with auditing standards generally accepted in the United States and Government Auditing Standards issued by the Comptroller General of the United States, and the U.S. Department of Agriculture, Farmers Home Administration Audit Program.  Those standards require that I plan and perform the audits 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 management, as well as evaluating the overall financial statement presentation.  I believe that my audits provide a reasonable basis for my opinion.

In my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Tazewell Village Limited Partnership as of December 31, 2003 and 2002, and the results of its operations, changes in partners' deficit, and its cash flows for the years then ended in conformity with generally accepted accounting principles.

In accordance with Government Auditing Standards, I have also issued my report dated February 15, 2004 on my consideration of Tazewell Village Limited Partnership's internal control over financial reporting and on my tests of its compliance with certain provisions of laws and regulations.

/s/ Thomas C. Cunningham, CPA PC
Certified Public Accountants
February 15, 2004

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Brown, Edwards & Company, LLP
1969 Lee Highway
P.O. Box 16999
Bristol, VA 24209-6999
PHONE: 276-466-5248
FAX: 276-466-9241

INDEPENDENT AUDITORS' REPORT
                             -----------------------------------

To the Partners 
Jamestown Village Limited Partnership

We have audited the accompanying balance sheet of Jamestown Village Limited Partnership as of December 31, 2004, and the related statements of operations, partners' deficit and cash flows for the year then ended.  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 audit.  The financial statements of Jamestown Village Limited Partnership as of December 31, 2003, and for the year then ended were audited by other auditors who have ceased operations.  Those auditors expressed an unqualified opinion on those statements in their report dated February 15, 2004.

We conducted our audit in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards issued by the Comptroller General of 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 management, as well as evaluating the overall financial statement presentation.  We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Jamestown Village Limited Partnership as of December 31, 2004, and the results of its operations, changes in partners' deficit and its cash flows for the year then ended in conformity with accounting principles generally accepted in the United States of America.

In accordance with Government Auditing Standards, we have also issued our report dated February 15, 2005 on our consideration of Jamestown Village Limited Partnership's internal control over financial reporting and on our tests of its compliance with certain provisions of laws, regulations, contracts and other matters.  The purpose of that report is to describe the scope of our testing of internal control over financial reporting and compliance and the results of that testing and not to provide an opinion on the internal control over financial reporting or on compliance.  That report is an integral part of an audit performed in accordance with Government Auditing Standardsand should be read in conjunction with this report in considering the results of our audit.

/s/ Brown, Edwards & Company, LLP
Certified Public Accountants
February 15, 2005

---

Thomas C. Cunningham, CPA PC
23 Moore Street
Bristol, VA 24201
PHONE: 276-669-5531
FAX: 276-669-5576

INDEPENDENT AUDITORS' REPORT
                             -----------------------------------

To the Partners 
Jamestown Village Limited Partnership

I have audited the accompanying balance sheets of Jamestown Village Limited Partnership as of December 31, 2003 and 2002, and the related statements of operations, partners' deficit and cash flows for the years then ended.  These financial statements are the responsibility of the Partnership's management.  My responsibility is to express an opinion on these financial statements based on my audits.

I conducted my audits in accordance with auditing standards generally accepted in the United States and Government Auditing Standards issued by the Comptroller General of the United States, and the U.S. Department of Agriculture, Farmers Home Administration Audit Program.  Those standards require that I plan and perform the audits 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 management, as well as evaluating the overall financial statement presentation.  I believe that my audits provide a reasonable basis for my opinion.

In my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Jamestown Village Limited Partnership as of December 31, 2003 and 2002, and the results of its operations, changes in partners' deficit, and its cash flows for the years then ended in conformity with generally accepted accounting principles.

In accordance with Government Auditing Standards, I have also issued my report dated February 15, 2004 on my consideration of Jamestown Village Limited Partnership's internal control over financial reporting and on my tests of its compliance with certain provisions of laws and regulations.

/s/ Thomas C. Cunningham, CPA PC
Certified Public Accountants
February 15, 2004

---

Brown, Edwards & Company, LLP
1969 Lee Highway
P.O. Box 16999
Bristol, VA 24209-6999
PHONE: 276-466-5248
FAX: 276-466-9241

INDEPENDENT AUDITORS' REPORT
                           --------------------------------

To the Partners 
Clinch View Manor Limited Partnership

We have audited the accompanying balance sheet of Clinch View Manor Limited Partnership as of December 31, 2004, and the related statements of operations, partners' deficit and cash flows for the year then ended.  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 audit.  The financial statements of Clinch View Manor Limited Partnership as of December 31, 2003, and for the year then ended were audited by other auditors who have ceased operations.  Those auditors expressed an unqualified opinion on those statements in their report dated February 15, 2004.

We conducted our audit in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards issued by the Comptroller General of 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 management, as well as evaluating the overall financial statement presentation.  We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Clinch View Manor Limited Partnership as of December 31, 2004, and the results of its operations, changes in partners' deficit and its cash flows for the year then ended in conformity with accounting principles generally accepted in the United States of America.

In accordance with Government Auditing Standards, we have also issued our report dated February 15, 2005 on our consideration of Clinch View Manor Limited Partnership's internal control over financial reporting and on our tests of its compliance with certain provisions of laws, regulations, contracts and other matters.  The purpose of that report is to describe the scope of our testing of internal control over financial reporting and compliance and the results of that testing and not to provide an opinion on the internal control over financial reporting or on compliance.  That report is an integral part of an audit performed in accordance with Government Auditing Standardsand should be read in conjunction with this report in considering the results of our audit.

/s/ Brown, Edwards & Company, LLP
Certified Public Accountants
February 15, 2005

---

Thomas C. Cunningham, CPA PC
23 Moore Street
Bristol, VA 24201
PHONE: 276-669-5531
FAX: 276-669-5576

INDEPENDENT AUDITORS' REPORT
                           --------------------------------

To the Partners 
Clinch View Manor Limited Partnership

I have audited the accompanying balance sheets of Clinch View Manor Limited Partnership as of December 31, 2003 and 2002, and the related statements of operations, partners' deficit and cash flows for the years then ended.  These financial statements are the responsibility of the Partnership's management.  My responsibility is to express an opinion on these financial statements based on my audits.

I conducted my audits in accordance with auditing standards generally accepted in the United States and Government Auditing Standards issued by the Comptroller General of the United States, and the U.S. Department of Agriculture, Farmers Home Administration Audit Program.  Those standards require that I plan and perform the audits 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 management, as well as evaluating the overall financial statement presentation.  I believe that my audits provide a reasonable basis for my opinion.

In my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Clinch View Manor Limited Partnership as of December 31, 2003 and 2002, and the results of its operations, changes in partners' deficit, and its cash flows for the years then ended in conformity with generally accepted accounting principles.

In accordance with Government Auditing Standards, I have also issued my report dated February 15, 2004 on my consideration of Clinch View Manor Limited Partnership's internal control over financial reporting and on my tests of its compliance with certain provisions of laws and regulations.

/s/ Thomas C. Cunningham, CPA PC
Certified Public Accountants
February 15, 2004

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Brown, Edwards & Company, LLP
1969 Lee Highway
P.O. Box 16999
Bristol, VA 24209-6999
PHONE: 276-466-5248
FAX: 276-466-9241

INDEPENDENT AUDITORS' REPORT
                            ------------------------------------

To the Partners 
Warsaw Manor Limited Partnership

We have audited the accompanying balance sheet of Warsaw Manor Limited Partnership as of December 31, 2004, and the related statements of operations, partners' deficit and cash flows for the year then ended.  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 audit.  The financial statements of Warsaw Manor Limited Partnership as of December 31, 2003, and for the year then ended were audited by other auditors who have ceased operations.  Those auditors expressed an unqualified opinion on those statements in their report dated February 15, 2004.

We conducted our audit in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards issued by the Comptroller General of 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 management, as well as evaluating the overall financial statement presentation.  We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Warsaw Manor Limited Partnership as of December 31, 2004, and the results of its operations, changes in partners' deficit, and its cash flows for the year then ended in conformity with accounting principles generally accepted in the United States of America.

In accordance with Government Auditing Standards, we have also issued our report dated February 15, 2005 on our consideration of Warsaw Manor Limited Partnership's internal control over financial reporting and on our tests of its compliance with certain provisions of laws, regulations, contracts and other matters.  The purpose of that report is to describe the scope of our testing of internal control over financial reporting and compliance and the results of that testing and not to provide and opinion on the internal control over financial reporting or on compliance.  That report is an integral part of an audit performed in accordance with Government Auditing Standardsand should be read in conjunction with this report in considering the results of our audit.

/s/ Brown, Edwards & Company, LLP
Certified Public Accountants
February 15, 2004

---

Thomas C. Cunningham, CPA PC
23 Moore Street
Bristol, VA 24201
PHONE: 276-669-5531
FAX: 276-669-5576

INDEPENDENT AUDITORS' REPORT
                            ------------------------------------

To the Partners 
Warsaw Manor Limited Partnership

I have audited the accompanying balance sheets of Warsaw Manor Limited Partnership as of December 31, 2003 and 2002, and the related statements of operations, partners' deficit and cash flows for the years then ended.  These financial statements are the responsibility of the Partnership's management.  My responsibility is to express an opinion on these financial statements based on my audits.

I conducted my audits in accordance with auditing standards generally accepted in the United States and Government Auditing Standards issued by the Comptroller General of the United States, and the U.S. Department of Agriculture, Farmers Home Administration Audit Program.  Those standards require that I plan and perform the audits 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 management, as well as evaluating the overall financial statement presentation.  I believe that my audits provide a reasonable basis for my opinion.

In my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Warsaw Manor Limited Partnership as of December 31, 2003 and 2002, and the results of its operations, changes in partners' deficit, and its cash flows for the years then ended in conformity with generally accepted accounting principles.

In accordance with Government Auditing Standards, I have also issued my report dated February 15, 2004 on my consideration of Warsaw Manor Limited Partnership's internal control over financial reporting and on my tests of its compliance with certain provisions of laws and regulations.

/s/ Thomas C. Cunningham, CPA PC
Certified Public Accountant
February 15, 2004

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David G. Pelliccione, C.P.A., P.C.
329 Commercial Drive, Suite 120
Savannah, GA  31406
PHONE: 912-354-2334
FAX: 912-354-2443

INDEPENDENT AUDITORS' REPORT
                              -------------------------------

To The Partners 
Brooks Lane Apartments, L.P.

We have audited the accompanying balance sheet of BROOKS LANE APARTMENTS, L.P., as of December 31, 2004 and 2003 and the related statements of operations, partners' equity and cash flows for the years then ended.  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 audit.

We conducted our audit in accordance with generally accepted auditing standards of the United States and Government Auditing Standards issued by the Comptroller General of the United States.  These 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 management, as well as evaluating the overall financial statement presentation.  We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of BROOKS LANE APARTMENTS, L.P., as of December 31, 2004 and 2003 and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles of the United States.

In accordance with Government Auditing Standards, we have also issued our report dated February 8, 2005, on our consideration of BROOKS LANE APARTMENTS, L.P.'s internal control over financial reporting and our tests of its compliance with certain provisions of laws, regulations, contracts and grants.  That report is an integral part of an audit performed in accordance with Government Auditing Standards and should be read in conjunction with this report in considering the results of our audit.

Our audit was made for the purpose of forming an opinion on the basic financial statements of BROOKS LANE APARTMENTS, L.P., taken as a whole. The supplemental information on pages 9 through 12 is presented for purposes of additional analysis and is not a required part of the basic financial statements.  Such information has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.

/s/ David G. Pelliccione, C.P.A., P.C.
Certified Public Accountants
Savannah, Georgia
February 8, 2005

---

David G. Pelliccione, C.P.A., P.C.
329 Commercial Dr., Suite 120
Savannah, GA 31406
PHONE: 912-354-2334
FAX: 912-354-2443

INDEPENDENT AUDITORS' REPORT
                              --------------------------------

To The Partners 
Brooks Field Apartments, L.P.

We have audited the accompanying balance sheets of BROOKS FIELD APARTMENTS, L.P., as of December 31, 2004 and 2003 and the related statements of operations, partners' equity and cash flows for the years then ended.  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 audit.

We conducted our audit in accordance with generally accepted auditing standards of the United States and Government Auditing Standards issued by the Comptroller General of the United States.  These 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 management, as well as evaluating the overall financial statement presentation.  We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of BROOKS FIELD APARTMENTS, L.P., as of December 31, 2004 and 2003, and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles of the United States.

In accordance with Government Auditing Standards, we have also issued our report dated February 8, 2005, on our consideration of BROOKS FIELD APARTMENTS, L.P.'s internal control over financial reporting and our tests of its compliance with certain provisions of laws, regulations, contracts and grants.  That report is an integral part of an audit performed in accordance with Government Auditing Standards and should be read in conjunction with this report in considering the results of our audit.

Our audit was made for the purpose of forming an opinion on the basic financial statements of BROOKS FIELD APARTMENTS, L.P., taken as a whole. The supplemental information on pages 9 through 12 is presented for purposes of additional analysis and is not a required part of the basic financial statements.  Such information has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.

/s/ David G. Pelliccione, C.P.A., P.C.
Certified Public Accountants
Savannah, Georgia
February 8, 2005

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David G. Pelliccione, C.P.A., P.C.
329 Commercial Dr., Suite 120
Savannah, GA 31406
PHONE: 912-354-2334
FAX: 912-354-2443

INDEPENDENT AUDITORS' REPORT
                               --------------------------------

To The Partners 
Brooks Point Apartments, L.P.

We have audited the accompanying balance sheet of BROOKS POINT APARTMENTS, L.P. as of December 31, 2004 and 2003, and the related statements of operations, partners' equity and cash flow for the years then ended.  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 audit.

We conducted our audit in accordance with generally accepted auditing standards of the United States and Government Auditing Standards issued by the Comptroller General of the United States.  These 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 management, as well as evaluating the overall financial statement presentation.  We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of BROOKS POINT APARTMENTS, L.P., as of December 31, 2004 and 2003 and the results of its operations and its cash flows for the years then ended in conformity with generally accepted accounting principles of the United States.

In accordance with Government Auditing Standards, we have also issued our report dated February 8, 2005, on our consideration of BROOKS POINT APARTMENTS, L.P.'s internal control over financial reporting and our tests of its compliance with certain provisions of laws, regulations, contracts and grants.  That report is an integral part of an audit performed in accordance with Government Auditing Standards and should be read in conjunction with this report in considering the results of our audit.

Our audit was made for the purpose of forming an opinion on the basic financial statements of BROOKS POINT APARTMENTS, L.P., taken as a whole. The supplemental information on pages 9 through 12 is presented for purposes of additional analysis and is not a required part of the basic financial statements.  Such information has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.

/s/ David G. Pelliccione, C.P.A., P.C.
Certified Public Accountants
Savannah, Georgia
February 8, 2005

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McCartney & Company, P.C.
2121 University Park Drive-Suite 150
Okemos, MI 48864
PHONE: 517-347-5000
FAX: 517-347-5007

INDEPENDENT AUDITORS' REPORT
                           ---------------------------------

Partners 
Mariner Cove Apartments Limited Partnership
DeWitt, Michigan

We have audited the accompanying balance sheets of Mariner Cove Apartments Limited Partnership as of December 31, 2004 and 2003, and the related statements of operations, partners' equity and cash flows for the years then ended.  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 of America and Government Auditing Standards, issued by the Comptroller General of the United States.  Those standards require that we plan and perform the audits 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 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 financial position of Mariner Cove Apartments Limited Partnership as of December 31, 2004 and 2003, and the results of its operations and its cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America.

In accordance with Government Auditing Standards, we have also issued a report dated March 16, 2005, on our consideration of Mariner Cove Apartments Limited Partnership's internal control over financial reporting and our tests of its compliance with certain provisions of laws, regulations, contracts and grants.  The purpose of that report is to describe the scope of our testing of internal control over financial reporting and compliance and the results of that testing and not to provide an opinion on the internal control over financial reporting or compliance.  That report is an integral part of an audit performed in accordance with Government Auditing Standards and should be read in conjunction with this report considering the results of our audit.

/s/ McCartney & Company, P.C.
Certified Public Accountants
March 16, 2005

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Simmons and Clubb
410 S. Orchard, Suite 156
Boise, ID 83705
PHONE: 208-336-6800
FAX: 208-343-2381

INDEPENDENT AUDITORS' REPORT
                          --------------------------------

General Partner
South Brenchley Housing Limited Partnership
Boise, Idaho

We have audited the accompanying balance sheets of South Brenchley Housing Limited Partnership as of December 31, 2004 and 2003, and the related statements of operations, partners' equity and cash flows for the years then ended.  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 of America, the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States, and the USDA, Rural Housing Service Audit Program issued in December 1989.  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 management, as well as evaluating the overall financial statement presentation.  We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of South Brenchley Housing Limited Partnership as of December 31, 2004 and 2003, and the results of its operations and its cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America.

In accordance with Government Auditing Standards, we have also issued a report dated February 7, 2005, on our consideration of South Brenchley Housing Limited Partnership's internal control and on its compliance with laws and regulations.  This report is an integral part of an audit performed in accordance with Government Auditing Standardsand should be read in conjunction with this report in considering the results of our audit.

The partnership's tax returns have been filed allowing the partners to claim a benefit of a low income housing tax credit.  Because the compliance and qualification standards of the low income tax housing tax credit are not related to the interest credit agreement and loan agreement, and because the low income housing tax credit related to income taxes which are the responsibility of each individual partner, the scope of our audit was not designed or intended to audit the partnerships compliance with the low income housing tax credit laws.  Accordingly, our audit cannot be relied upon to give assurance with regard to the partnership's compliance with any of the low income housing tax credit laws.

/s/  Roger Clubb
Simmons and Clubb
Certified Public Accountants
Boise, Idaho
February 7, 2005

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Gubler & Company, P.C.
1234 W. South Jordan Parkway, #C
South Jordan, UT 84095
PHONE: 801-566-5866
FAX: 801-565-0509

INDEPENDENT AUDITORS' REPORT
                              --------------------------------

TO THE PARTNERS 
HOMESTEAD WEST LIMITED PARTNERSHIP

We have audited the accompanying balance sheets of Homestead West Limited Partnership, as of December 31, 2004 and 2003 and the related statements of income, changes in partners' capital and cash flows for the years then ended. These financial statements are the responsibility of the Project'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 of America and the standards applicable to financial audits contained in Government Auditing Standards issued by the Comptroller General of the United States and the U.S. Department of Agriculture, Farmers Home Administration Audit Program.  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 management, as well as evaluating the overall financial statements 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 financial position of Homestead West Limited Partnership, as of December 31, 2004 and 2003 and the results of its operations, changes in partners' capital, and cash flows for the years then ended, in conformity with accounting principles generally accepted in the United States of America.

In accordance with Government Auditing Standards, we have also issued reports dated February 2, 2005 on our consideration of Homestead West Limited Partnership's internal control over financial reporting and on our tests of its compliance with certain provisions of laws, regulations, contracts, and grant agreements and other matters.  The purpose of those reports are to describe the scope of our testing of internal control over financial reporting and compliance and the results of that testing and not to provide an opinion on the internal control over financial reporting or on compliance.  Those reports are an integral part of an audit performed in accordance with Government Auditing Standards and should be read in conjunction with this report in considering the results of our audit.

Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole.  The accompanying supplementary information on pages 14 through 16 is presented for purposes of additional analysis and is not a required part of the basic financial statements of Homestead West Limited Partnership.  Such information has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.

/s/ Gubler & Company, P.C.
Certified Public Accountants
South Jordan, Utah
February 2, 2005

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Dauby O'Connor & Zaleski
703 Pro Med Lane, Suite 300
Carmel, IN 46032
PHONE: 317-848-5700
FAX: 317-815-6140

INDEPENDENT AUDITORS' REPORT
                            -------------------------------

To the Partners of
Louisa Senior Apartments, Ltd.
(A Kentucky Limited Partnership)

We have audited the accompanying balance sheet of Louisa Senior Apartments, Ltd. as of December 31, 2004, and the related statements of loss, changes in partners' equity (deficit), and cash flows for the year then ended.  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 audit.  The financial statements for the year ended December 31, 2003 were audited by other auditors whose report dated March 4, 2004 expressed an unqualified opinion.

We conducted our audit in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards issued by the Comptroller General of 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 management, as well as evaluating the overall financial statement presentation.  We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Louisa Senior Apartments, Ltd. as of December 31, 2004, and the results of its operations and its cash flows for the year then ended in conformity with accounting principles generally accepted in the United States of America.

In accordance with Government Auditing Standards, we have also issued reports dated January 14, 2005, on our consideration of Louisa Senior Apartments, Ltd.'s internal control and on our tests of its compliance with certain provisions of laws, regulations, contracts and grants.  Those reports are an integral part of an audit performed in accordance with Government Auditing Standards and should be read in conjunction with this report in considering the results of our audit.

Our audit was conducted for the purpose of forming an opinion on the basic financial statements taken as a whole.  The accompanying supplementary information is presented for purposes of additional analysis and is not a required part of the basic financial statements of the Partnership.  Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.

/s/ Dauby O'Connor & Zaleski, LLC
Certified Public Accountants
January 14, 2005
Carmel, Indiana

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Miller, Mayer, Sullivan & Stevens LLP
2365 Harrodsburg Rd.
Lexington, KY 40504-3399
PHONE: 859-223-3095
FAX: 859-223-2143

INDEPENDENT AUDITORS' REPORT
                            -------------------------------

To the Partners                                      	Rural Development 
Louisa Senior Apartments, Ltd.                        	Morehead, Kentucky

We have audited the accompanying balance sheets of Louisa Senior Apartments, Ltd., (a limited partnership) Case No. 20-064-407447188, as of December 31, 2003 and 2002 and the related statements of operations, changes in partners' equity (deficit), and cash flows for the years then ended.  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 of America and the standards applicable to financial audits contained in Government Auditing Standards issued by the Comptroller General of the United States.  Those standards require that we plan and perform the audits 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 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 financial position of Louisa Senior Apartments, Ltd. as of December 31, 2003 and 2002, and the results of its operations and its cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America.

In accordance with Government Auditing Standards, we have also issued our report dated February 4, 2004 on our consideration of Louisa Senior Apartments, Ltd.'s internal control over financial reporting and our tests of its compliance with certain provisions of laws, regulations, contracts and grants.  That report is an integral part of an audit performed in accordance with Government Auditing Standards and should be read in conjunction with this report in considering the results of our audits.

Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The accompanying supplemental data included in this report is presented for purposes of additional analysis and is not a required part of the basic financial statements.  Such information has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated, in all material respects, in relation to the basic financial statements taken as a whole.

/s/ Miller, Mayer, Sullivan & Stevens, LLP
Certified Public Accountants
Lexington, Kentucky
February 4, 2004

---

Dauby O'Connor & Zaleski
703 Pro Med Lane, Suite 300
Carmel, IN 46032
PHONE: 317-848-5700
FAX: 317-815-6140

INDEPENDENT AUDITORS' REPORT
                            ---------------------------------

To the Partners of
Wells Hill Apartments, Ltd.
(A Kentucky Limited Partnership)

We have audited the accompanying balance sheet of Wells Hill Apartments, Ltd. as of December 31, 2004, and the related statements of loss, changes in partners' equity (deficit), and cash flows for the year then ended.  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 audit.  The financial statements for the year ended December 31, 2003 were audited by other auditors whose report dated February 9, 2004 expressed an unqualified opinion.

We conducted our audit in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards issued by the Comptroller General of 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 management, as well as evaluating the overall financial statement presentation.  We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Wells Hill Apartments, Ltd. as of December 31, 2004, and the results of its operations and its cash flows for the year then ended in conformity with accounting principles generally accepted in the United States of America.

In accordance with Government Auditing Standards, we have also issued reports dated January 14, 2005, on our consideration of Wells Hill Apartments, Ltd.'s internal control and on our tests of its compliance with certain provisions of laws, regulations, contracts and grants.  Those reports are an integral part of an audit performed in accordance with Government Auditing Standards and should be read in conjunction with this report in considering the results of our audit.

Our audit was conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The accompanying supplementary information is presented for purposes of additional analysis and is not a required part of the basic financial statements of the Partnership.  Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.

/s/ Dauby O'Connor & Zaleski, LLC
Certified Public Accountants
January 14, 2005
Carmel, Indiana

---

Miller, Mayer, Sullivan & Stevens LLP
2365 Harrodsburg Rd.
Lexington, KY 40504-3399
PHONE: 859-223-3095
FAX: 859-223-2143

INDEPENDENT AUDITORS' REPORT
                            ---------------------------------

To the Partners                                           	Rural Development 
Wells Hill Apartments, Ltd.                                Morehead, Kentucky

We have audited the accompanying balance sheets of Wells Hill Apartments, Ltd., (a limited partnership) Case No. 20-086-611204241, as of December 31, 2003 and 2002 and the related statements of operations, changes in partners' equity (deficit), and cash flows for the years then ended.  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 of America and the standards applicable to financial audits contained in Government Auditing Standards issued by the Comptroller General of the United States.  Those standards require that we plan and perform the audits 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 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 financial position of Wells Hill Apartments, Ltd. as of December 31, 2003 and 2002, and the results of its operations and its cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America.

In accordance with Government Auditing Standards, we have also issued our report dated February 9, 2004 on our consideration of Wells Hill Apartments, Ltd.'s internal control over financial reporting and our tests of its compliance with certain provisions of laws, regulations, contracts and grants.  That report is an integral part of an audit performed in accordance with Government Auditing Standards and should be read in conjunction with this report in considering the results of our audits.

Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The accompanying supplemental data included in this report is presented for purposes of additional analysis and is not a required part of the basic financial statements.  Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements, and in our opinion, is fairly stated, in all material respects, in relation to the basic financial statements taken as a whole.

/s/ Miller, Mayer, Sullivan & Stevens LLP
Certified Public Accountants
Lexington, Kentucky
February 9, 2004

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Eide Bailly LLP
200 East 10th Street, Suite 500
P.O. Box 5126
Sioux Falls, SD 57117-5126
PHONE: 605-339-1999
FAX: 605-339-1306

INDEPENDENT AUDITORS' REPORT
                               ------------------------------

The PartnersLincoln, Ltd.Pierre, South Dakota

We have audited the accompanying balance sheets of Lincoln, Ltd. (a limited partnership) as of December 31, 2004 and 2003, and the related statements of operations, changes in partners' deficit and cash flows for the years then ended.  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 of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of 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 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 financial position of Lincoln, Ltd. as of December 31, 2004 and 2003, and the results of its operations and its cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America.

In accordance with Government Auditing Standards, we have also issued our report dated January 24, 2005 on our consideration of Lincoln, Ltd.'s internal control over financial reporting and on our tests of its compliance with certain provisions of laws, regulations, contracts and grants.  That report is an integral part of an audit performed in accordance with Government Auditing Standards and should be read in conjunction with this report in considering the results of our audit.

Our audits were performed for the purpose of forming an opinion on the financial statements taken as a whole.  The accompanying supplementary information on pages 11 and 12 is presented for purposes of additional analysis and is not a required part of the financial statements of Lincoln, Ltd.  Such information has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated, in all material respects, in relation to the  financial statements taken as a whole.

/s/ Eide Bailly LLP
Certified Public Accountants
Sioux Falls, South Dakota
January 24, 2005

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Eide Bailly LLP
200 East 10th Street, Suite 500
P.O. Box 5126
Sioux Falls, SD 57117-5126
PHONE: 605-339-1999
FAX: 605-339-1306

INDEPENDENT AUDITORS' REPORT
                                ------------------------------

The PartnersCourtyard, Ltd.Huron, South Dakota

We have audited the accompanying balance sheets of Courtyard, Ltd. (a limited partnership) as of December 31, 2004 and 2003, and the related statements of operations, changes in partners' equity (deficit) and cash flows for the years then ended.  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 of America and the standards applicable to financial audits contained in Government Auditing Standards,issued by the Comptroller General of 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 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 financial position of Courtyard, Ltd. as of December 31, 2004 and 2003, and the results of its operations and its cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America.

In accordance with Government Auditing Standards, we have also issued our report dated January 24, 2005, on our consideration of Courtyard, Ltd.'s internal control over financial reporting and on our tests of its compliance with certain provisions of laws, regulations, contracts and grants.  That report is an integral part of an audit performed in accordance with Government Auditing Standards and should be read in conjunction with this report in considering the results of our audit.

Our audits were performed for the purpose of forming an opinion on the financial statements taken as a whole.  The accompanying supplementary information on pages 14 and 15 is presented for purposes of additional analysis and is not a required part of the financial statements of Courtyard, Ltd.  Such information has been subjected to the auditing procedures applied in the audits of the financial statements and, in our opinion, is fairly stated in all material respects in relation to the financial statements taken as a whole.

/s/ Eide Bailly LLP
Certified Public Accountants
Sioux Falls, South Dakota
January 24, 2005

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Brockway, Gersbach, McKinnon & Niemeier, P.C.
P.O. Box 4083
Temple, TX 76505-4083
PHONE: 254-773-9907
FAX: 254-773-1570

INDEPENDENT AUDITORS' REPORT
                          ---------------------------------

The Partners
Leander Housing 1990, Ltd.
Leander, Texas

We have audited the accompanying balance sheet of Leander Housing 1990, Ltd. (a Texas limited partnership) as of December 31, 2004 and 2003 and the related statements of partners' deficit, operations, and cash flows for the years then ended.  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 of America and the standards applicable to financial audits contained in Government Auditing Standards issued by the Comptroller General of the United States, and the U.S. Department of Agriculture, Farmers Home Administration Audit Program.  Those standards require that we plan and perform the audits 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 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 financial position of Leander Housing 1990, Ltd. as of December 31, 2004 and 2003, and the results of its operations and its cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America.

In accordance with Governmental Auditing Standards, we have also issued our report dated February 11, 2005, on our consideration of Leander Housing 1990, Ltd.'s internal control and on its compliance with laws and regulations applicable to the financial statements.  That report is an integral part of an audit performed in accordance with Government Auditing Standards and should be read in conjunction with this report in considering the results of our audit.

Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole.  The supplemental information on pages 10 through 19 is presented for purposes of additional analysis and is not a required part of the basic financial statements.  The supplemental information presented in the Year End Report/Analysis (Form FmHA 1930-8); the Statement of Actual Budget and Income (Form FmHA 1930-7) for the year ended December 31, 2004, and the Supplemental Data Required by USDA Rural Development, is presented for purposes of complying with the requirements of USDA Rural Development and is not a required part of the basic financial statements.  Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.

/s/ Brockway, Gersbach, McKinnon & Niemeier, P.C.
Certified Public Accountants
February 11, 2005

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Johnson, Hickey & Murchison, P.C.
651 East Fourth Street, Suite 200
Chattanooga, TN 37403-1924
PHONE: 423-756-0052
FAX: 423-267-5945

INDEPENDENT AUDITORS' REPORT
                              --------------------------------

To the General Partners of
Pleasant Valley Apartments, L.P.:

We have audited the accompanying balance sheets of Pleasant Valley Apartments, L.P. as of December 31, 2004 and 2003, and the related statements of operations, changes in partners' equity and cash flows for the years then ended.  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 of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States.  Those standards require that we plan and perform the audits 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 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 financial position of Pleasant Valley Apartments, L.P. as of December 31, 2004 and 2003, and the results of its operations, changes in partners' equity and its cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America.

In accordance with Government Auditing Standards, we have also issued our report dated January 25, 2005, on our consideration of the partnership's internal control over financial reporting and on its compliance with certain provisions of laws, regulations, contracts and grants.  That report is an integral part of an audit performed in accordance with Government Auditing Standards and should be read in conjunction with this report in considering the results of our audit.

/s/ Johnson, Hickey & Murchison, P.C.
Certified Public Accountants
January 25, 2005

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Johnson, Hickey & Murchison, P.C.
651 East Fourth Street, Suite 200
Chattanooga, TN 37403-1924
PHONE: 423-756-0052
FAX: 423-267-5945

INDEPENDENT AUDITORS' REPORT
                              -----------------------------

To the General Partners of
Brookwood Apartments, L.P.:

We have audited the accompanying balance sheets of Brookwood Apartments, L.P. as of December 31, 2004 and 2003, and the related statements of operations, changes in partners' equity and cash flows for the years then ended. 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 of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States.  Those standards require that we plan and perform the audits 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 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 financial position of Brookwood Apartments, L.P. as of December 31, 2004 and 2003, and the results of its operations, changes in partners' equity and its cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America.

In accordance with Government Auditing Standards, we have also issued our report dated January 20, 2005, on our consideration of the partnership's internal control over financial reporting and on its compliance with certain provisions of laws, regulations, contracts and grants.  That report is an integral part of an audit performed in accordance with Government Auditing Standards and should be read in conjunction with this report in considering the results of our audit.

/s/ Johnson, Hickey & Murchison, P.C.
Certified Public Accountants
January 20, 2005

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Johnson, Hickey & Murchison, P.C.
651 East Fourth Street, Suite 200
Chattanooga, TN 37403-1924
PHONE: 423-756-0052
FAX: 423-267-5945

INDEPENDENT AUDITORS' REPORT
                            ----------------------------------

To the General Partners of
River Rest Apartments, L.P.:

We have audited the accompanying balance sheets of River Rest Apartments, L.P. as of December 31, 2004 and 2003, and the related statements of operations, changes in partners' equity and cash flows for the years then ended.  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 of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States.  Those standards require that we plan and perform the audits 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 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 financial position of River Rest Apartments, L.P. as of December 31, 2004 and 2003, and the results of its operations, changes in partners' equity and its cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America.

In accordance with Government Auditing Standards, we have also issued our report dated January 26, 2005, on our consideration of the partnership's internal control over financial reporting and on its compliance with certain provisions of laws, regulations, contracts and grants.  That report is an integral part of an audit performed in accordance with Government Auditing Standards and should be read in conjunction with this report in considering the results of our audit.

/s/ Johnson, Hickey & Murchison, P.C.
Certified Public Accountants
January 26, 2005

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Habif, Arogeti & Wynne, LLP
5565 Glenridge Connector, Suite 200
Atlanta, GA 30342
PHONE: 404-892-9651
FAX: 404-876-3913

INDEPENDENT AUDITORS' REPORT
                             -------------------------------

To the Partners 
Royston Elderly Housing, L.P.

We have audited the accompanying balance sheets of ROYSTON ELDERLY HOUSING, L.P. (USDA Rural Development Case No. 10-059-582088484), a limited partnership, as of December 31, 2004 and 2003, and the related statements of operations, changes in partners' equity (deficit) and cash flows for the years then ended. 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 of America, the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States, and the Audit Program issued in December 1989 by the Rural Development Services Office of the U.S. Department of Agriculture, formerly known as the Farmers Home Administration.  Those standards and the Audit Program require that we plan and perform the audits 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 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 financial position of ROYSTON ELDERLY HOUSING, L.P. as of December 31, 2004 and 2003, and the results of its operations, its changes in partners' equity (deficit), and its cash flows for the years then ended, in conformity with accounting principles generally accepted in the United States of America.

In accordance with Government Auditing Standards, we have also issued our report dated February 28, 2005, on our consideration of ROYSTON ELDERLY HOUSING, L.P.'s internal control and our report dated February 28, 2005, on its compliance with laws and regulations applicable to the financial statements.  Those reports are an integral part of an audit performed in accordance with Government Auditing Standards and should be read in conjunction with this report in considering the results of our audits.

Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole.  The supplemental information on pages 12
- 15 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.

/s/ Habif, Arogeti & Wynne, LLP
Certified Public Accountants
Atlanta, Georgia
February 28, 2005

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Leavitt, Christensen & Co., PLLC
13965 W. Chinden Blvd., Suite 200C
Boise, ID 83713 
PHONE: 208-287-5353
FAX: 208-287-5358

INDEPENDENT AUDITORS' REPORT
                           ----------------------------------

Managing General Partner
Heritage Park Associates Limited Partnership
Boise, Idaho

We have audited the accompanying balance sheets of Heritage Park Associates Limited Partnership, as of December 31, 2004 and 2003, and the related statements of operations, partners' capital (deficit), and cash flows for the years then ended.  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 of America, the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States, and the USDA, Rural Housing Service Audit Program issued in December 1989.  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 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 financial position of Heritage Park Associates Limited Partnership as of December 31, 2004 and 2003, and the results of its operations and its cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America.

In accordance with Government Auditing Standards, we have also issued a report dated January 17, 2005 on our consideration of Heritage Park Associates Limited Partnership's internal control and on its compliance with laws and regulations.  This report is an integral part of an audit performed in accordance with Government Auditing Standards and should be read in conjunction with this report in considering the results of our audit.

The partnership has filed tax returns with the Internal Revenue Service which allow the partners to receive the benefit of a low income housing tax credit.  Because the qualifying standards of the low income housing tax credit are different than the requirements of the loan agreement and the interest credit agreements, and due to the fact that the low income housing tax credit relates to income taxes which are the responsibility of the individual partners, the scope of these audits were not designed or intended to audit the compliance with the various low income housing tax credit laws.  Therefore, these audits can not be relied on to give assurances with regard to compliance with any low income housing tax credit laws.

/s/ Leavitt, Christensen & Co., PLLC
Certified Public Accountants
January 17, 2005

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Turk & Giles, CPAs, P.C.
2026 Connecticut-P.O. Box 3766
Joplin, MO 64803
PHONE: 417-623-8666
FAX: 417-623-4075

INDEPENDENT AUDITORS' REPORT
                              ---------------------------------

To the Partners 
Galena Seniors, L.P.
Joplin, Missouri

We have audited the accompanying balance sheets of Galena Seniors, L.P. (a limited partnership) as of December 31, 2004 and 2003, and the related statements of income, partners' capital and cash flows for the years then ended.  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 audit in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in GOVERNMENT AUDITING STANDARDS issued by the Comptroller General of 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 management, as well as evaluating the overall financial statement presentation.  We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Galena Seniors L.P. as of December 31, 2004 and 2003, and the results of its operations and its cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America.

In accordance with GOVERNMENT AUDITING STANDARDS, we have also issued our report dated February 28, 2005 on our consideration of Galena Seniors, L.P.'s internal control over financial reporting and our tests of its compliance with certain provisions of laws, regulations, and contracts.  Those reports are an integral part of an audit performed in accordance with GOVERNMENT AUDITING STANDARDS and should be read in conjunction with this report in considering the results of our audit.

Our audit was conducted for the purpose of forming an opinion on the basic financial statements taken as a whole.  The Supplemental Letter on pages 13-14 is presented for purposes of additional analysis and is not a required part of the basic financial statements.  Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.

/s/ Turk & Giles, CPAs, P.C.
Certified Public Accountants
February 28, 2005

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Turk & Giles, CPAs, P.C.
2026 Connecticut-P.O. Box 3766
Joplin, MO 64803
PHONE: 417-623-8666
FAX: 417-623-4075

INDEPENDENT AUDITORS' REPORT
                          ----------------------------------

To the Partners 
Purdy Apartments, L.P.
Joplin, Missouri

We have audited the accompanying balance sheets of Purdy Apartments L.P. (a limited partnership) as of December 31, 2004 and 2003, and the related statements of income, partners' capital and cash flows for the years then ended.  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 audit in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in GOVERNMENT AUDITING STANDARDS issued by the Comptroller General of 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 management, as well as evaluating the overall financial statement presentation.  We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Purdy Apartments, L.P. as of December 31, 2004 and 2003, and the results of its operations and its cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America.

In accordance with GOVERNMENT AUDITING STANDARDS, we have also issued our report dated February 28, 2005 on our consideration of Purdy Apartments, L.P.'s internal control over financial reporting and our tests of its compliance with certain provisions of laws, regulations, and contracts.  Those reports are an integral part of an audit performed in accordance with GOVERNMENT AUDITING STANDARDS and should be read in conjunction with this report in considering the results of our audit.

Our audit was conducted for the purpose of forming an opinion on the basic financial statements taken as a whole.  The Supplemental Letter on pages 13-14 is presented for purposes of additional analysis and is not a required part of the basic financial statements.  Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.

/s/ Turk & Giles, CPAs, P.C.
Certified Public Accountants
February 28, 2005

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Turk & Giles, CPAs, P.C.
2026 Connecticut-P.O. Box 3766
Joplin, MO 64803
PHONE: 417-623-8666
FAX: 417-623-4075

INDEPENDENT AUDITORS' REPORT
                           -------------------------------------

To the Partners 
Aurora Seniors, L.P.
Joplin, Missouri

We have audited the accompanying balance sheets of Aurora Seniors, L.P. (a limited partnership) as of December 31, 2004 and 2003, and the related statements of income, partners' capital and cash flows for the years then ended.  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 audit in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in GOVERNMENT AUDITING STANDARDS issued by the Comptroller General of the United States.  Those standards require that we plan and perform the audits 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 management, as well as evaluating the overall financial statement presentation.  We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Aurora Seniors L.P. as of December 31, 2004 and 2003, and the results of its operations and its cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America.

In accordance with GOVERNMENT AUDITING STANDARDS, we have also issued our report dated February 28, 2005 on our consideration of Aurora Seniors, L.P.'s internal control over financial reporting and our tests of its compliance with certain provisions of laws, regulations, and contracts.  Those reports are an integral part of an audit performed in accordance with GOVERNMENT AUDITING STANDARDS and should be read in conjunction with this report in considering the results of our audit.

Our audit was conducted for the purpose of forming an opinion on the basic financial statements taken as a whole.  The Supplemental Letter on pages 13-14 is presented for purposes of additional analysis and is not a required part of the basic financial statements.  Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.

/s/ Turk & Giles, CPAs, P.C.
Certified Public Accountants
February 28, 2005

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Turk & Giles, CPAs, P.C.
2025 Connecticut-P.O. Box 3766
Joplin, MO 64803
PHONE: 417-623-8666
FAX: 417-623-4075

INDEPENDENT AUDITORS' REPORT
                             ------------------------------

To the Partners 
Baxter Springs Seniors, L.P.
Joplin, Missouri

We have audited the accompanying balance sheets of Baxter Springs Seniors, L.P. (a limited partnership) as of December 31, 2004 and 2003, and the related statements of income, partners' capital and cash flows for the years then ended.  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 audit in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in GOVERNMENT AUDITING STANDARDS issued by the Comptroller General of the United States.  Those standards require that we plan and perform the audits 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 management, as well as evaluating the overall financial statement presentation.  We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Baxter Springs Seniors L.P. as of December 31, 2004 and 2003, and the results of its operations and its cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America.

In accordance with GOVERNMENT AUDITING STANDARDS, we have also issued our report dated February 28, 2005 on our consideration of Baxter Springs Seniors, L.P.'s internal control over financial reporting and our tests of its compliance with certain provisions of laws, regulations, and contracts.  Those reports are an integral part of an audit performed in accordance with GOVERNMENT AUDITING STANDARDS and should be read in conjunction with this report in considering the results of our audit.

Our audit was conducted for the purpose of forming an opinion on the basic financial statements taken as a whole.  The Supplemental Letter on pages 13-14 is presented for purposes of additional analysis and is not a required part of the basic financial statements.  Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.

/s/ Turk & Giles, CPAs, P.C.
Certified Public Accountants
February 28, 2005

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Turk & Giles, CPAs, P.C.
2026 Connecticut-P.O. Box 3766
Joplin, MO 64803
PHONE: 417-623-8666
FAX: 417-623-4075

INDEPENDENT AUDITORS' REPORT
                          ---------------------------------

To the Partners 
Marionville Seniors, L.P.
Joplin, Missouri

We have audited the accompanying balance sheets of Marionville Seniors, L.P. (a limited partnership) as of December 31, 2004 and 2003, and the related statements of income, partners' capital and cash flows for the years then ended.  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 audit in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in GOVERNMENT AUDITING STANDARDS issued by the Comptroller General of the United States.  Those standards require that we plan and perform the audits 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 management, as well as evaluating the overall financial statement presentation.  We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Marionville Seniors, L.P. as of December 31, 2004 and 2003, and the results of its operations and its cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America.

In accordance with GOVERNMENT AUDITING STANDARDS, we have also issued our report dated February 28, 2005 on our consideration of Marionville Seniors, L.P.'s internal control over financial reporting and our tests of its compliance with certain provisions of laws, regulations and contracts.  Those reports are an integral part of an audit performed in accordance with GOVERNMENT AUDITING STANDARDS and should be read in conjunction with this report in considering the results of our audit.

Our audit was conducted for the purpose of forming an opinion on the basic financial statements taken as a whole.  The Supplemental Letter on pages 13-14 is presented for purposes of additional analysis and is not a required part of the basic financial statements.  Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.

/s/ Turk & Giles, CPAs, P.C.
Certified Public Accountants
February 28, 2005

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David G. Pelliccione, C.P.A., P.C.
329 Commercial Drive, Suite 120
Savannah, GA 31406
PHONE: 912-354-2334
FAX: 912-354-2443

INDEPENDENT AUDITORS' REPORT
                          -------------------------------

To The Partners 
Brookstone Apartments, L.P.

We have audited the accompanying balance sheet of BROOKSTONE APARTMENTS, L.P., as of December 31, 2004 and 2003 and the related statements of operation, partners' equity and cash flows for the years then ended.  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 audit.

We conducted our audit in accordance with generally accepted auditing standards of the United States and Government Auditing Standards issued by the Comptroller General of the United States.  These 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 management, as well as evaluating the overall financial statement presentation.  We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of BROOKSTONE APARTMENTS, L.P. as of December 31, 2004 and 2003, and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles of the United States.

In accordance with Government Auditing Standards, we have also issued our report dated February 8, 2005, on our consideration of BROOKSTONE APARTMENTS, L.P.'s internal control over financial reporting and our tests of its compliance with certain provisions of laws, regulations, contracts and grants.  That report is an integral part of an audit performed in accordance with Government Auditing Standards and should be read in conjunction with this report in considering the results of our audit.

Our audit was made for the purpose of forming an opinion on the basic financial statements of BROOKSTONE APARTMENTS, L.P.'s taken as a whole.  The supplemental information on pages 9 through 12 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.

/s/ David G. Pelliccione, C.P.A., P.C.
Savannah, Georgia
February 8, 2005

---

David G. Pelliccione, C.P.A., P.C.
329 Commercial Drive, Suite 120
Savannah, GA 31406
PHONE: 912-354-2334
FAX: 912-354-2443

INDEPENDENT AUDITORS' REPORT
                             --------------------------------

To The Partners 
Brooks Hollow Apartments, L.P.

We have audited the accompanying balance sheet of BROOKS HOLLOW APARTMENTS, L.P., as of December 31, 2004 and 2003 and the related statements of operations, partners' equity and cash flows for the years then ended.  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 audit.

We conducted our audit in accordance with generally accepted auditing standards of the United States and Government Auditing Standards issued by the Comptroller General of the United States.  These 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 management, as well as evaluating the overall financial statement presentation.  We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of BROOKS HOLLOW APARTMENTS, L.P., as of December 31, 2004 and 2003, and the results of its operations and its cash flows for the year then ended in conformity with generally accepted accounting principles of the United States.

In accordance with Government Auditing Standards, we have also issued our report dated February 8, 2005, on our consideration of BROOKS HOLLOW APARTMENTS, L.P.'s internal control over financial reporting and our tests of its compliance with certain provisions of laws, regulations, contracts and grants.  That report is an integral part of an audit performed in accordance with Government Auditing Standards and should be read in conjunction with this report in considering the results of our audit.

Our audit was made for the purpose of forming an opinion on the basic financial statements of BROOKS HOLLOW APARTMENTS, L.P., taken as a whole.  The supplemental information on pages 9 through 12 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.

/s/ David G. Pelliccione, C.P.A., P.C.
Savannah, Georgia
February 8, 2005

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Fentress, Brown, CPAs & Associates, LLC
8001 Ravines Edge Court, Suite 112
Columbus, OH 43235-5423
PHONE: 614-825-0011
FAX: 614-825-0014

INDEPENDENT AUDITORS' REPORT
                          -------------------------------

To the Partners of                                 Rural Housing Service
Morningside Villa Limited Partnership              Servicing Office
DBA Morningside Villa Apartments                   Findlay, Ohio
Mansfield, Ohio

We have audited the accompanying balance sheets of Morningside Villa Limited Partnership (a limited partnership), DBA Morningside Villa Apartments, Case No. 
41-033-341704593, as of December 31, 2004 and 2003, and the related statements of income, changes in partners' equity (deficit) and cash flows for the years then ended.  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 of America, the standards applicable to financial audits contained in Government Auditing Standards issued by the Comptroller General of the United States, and the U.S. Department of Agriculture, Farmers Home Administration "Audit Program," issued in December 1989.  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 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 financial position of Morningside Villa Limited Partnership, DBA Morningside Villa Apartments, Case No. 41-033-341704593, at December 31, 2004 and 2003, and the results of its operations, and cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America.

In accordance with Government Auditing Standardsand the U.S. Department of Agriculture, Farmers Home Administration "Audit Program,"issued in December 1989, we have also issued a report dated January 26, 2005, on our consideration of Morningside Villa Limited Partnership's internal control and on compliance with specific requirements applicable to Rural Housing Service Programs.  Those reports are an integral part of an audit performed in accordance with Government Auditing Standards and should be read in conjunction with this report in considering the results of our audit.

/s/ Fentress, Brown, CPAs & Associates, LLC
Certified Public Accountants
Columbus, Ohio
January 26, 2005

---

Fentress, Brown, CPAs & Associates, LLC
8001 Ravines Edge Court, Suite 112
Columbus, OH 43235-5423
PHONE: 614-825-0011
FAX:  614-825-0014

INDEPENDENT AUDITORS' REPORT
                           ------------------------------

To the Partners of                                     Rural Housing Service
Kenton Apartments Company Limited Partnership          Servicing Office
DBA Springbrook Commons                                Findlay, Ohio
Mansfield, Ohio

We have audited the accompanying balance sheets of Kenton Apartments Company Limited Partnership (a limited partnership), DBA Springbrook Commons, Case No. 41-033-0382999141, as of December 31, 2004 and 2003, and the related statements of income, changes in partners' equity (deficit) and cash flows for the years then ended.  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 of America, the standards applicable to financial audits contained in Government Auditing Standards issued by the Comptroller General of the United States, and the U.S. Department of Agriculture, Farmers Home Administration "Audit Program," issued in December 1989.  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 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 financial position of Kenton Apartments Company Limited Partnership, DBA Springbrook Commons, Case No. 41-033-0382999141, at December 31, 2004 and 2003, and the results of its operations, and cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America.

In accordance with Government Auditing Standards and the U.S. Department of Agriculture, Farmers Home Administration "Audit Program," issued in December 1989, we have also issued a report dated January 26, 2005, on our consideration of Kenton Apartments Company Limited Partnership's internal control and on compliance with specific requirements applicable to Rural Housing Service Programs.  Those reports are an integral part of an audit performed in accordance with Government Auditing Standards and should be read in conjunction with this report in considering the results of our audit.

/s/ Fentress, Brown, CPAs & Associates, LLC
Certified Public Accountants
Columbus, Ohio
January 26, 2005

---

Donald W. Causey & Associates, P.C.
516 Walnut Street-P.O. Box 775
Gadsden, AL 35902
PHONE: 256-543-3707 
FAX:  256-543-9800

INDEPENDENT AUDITORS' REPORT
                             -------------------------------

To the Partners 
Lakeshore II, Ltd.
Tuskegee, Alabama

We have audited the accompanying balance sheets of Lakeshore II, Ltd., a limited partnership, RHS Project No.: 01-044-631056927 as of December 31, 2004 and 2003, and the related statements of operations, partners' capital and cash flows for the years then ended. 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 the audits in accordance with auditing standards generally accepted in the United States of America and Government Auditing Standards issued by the Comptroller General of the United States, and the U.S. Department of Agriculture, Farmers Home Administration Audit Program. Those standards require that we plan and perform the audits 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 management, as well as evaluating the overall financial statement presentation.  We believe that the audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Lakeshore II, Ltd., RHS Project No.: 01-044-631056927 as of December 31, 2004 and 2003, and the results of its operations and its cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America.

The audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole.  The supplemental information on pages 11 and 12 is presented for purposes of additional analysis and is not a required part of the basic financial statements.  The supplemental information presented in the Multiple Family Housing Borrower Balance Sheet (Form FmHA 1930-8) Parts I and II for the years ended December 31, 2004 and 2003, is presented for purposes of complying with the requirements of the Rural Housing Services and is also not a required part of the basic financial statements.  Such information has been subjected to the audit procedures applied in the audit of the basic financial statements and, in our opinion is fairly stated in all material respects in relation to the basic financial statements taken as a whole.

In accordance with Government Auditing Standards, we have also issued a report dated February 27, 2005 on our consideration of Lakeshore II, Ltd.'s, internal control over financial reporting and on our tests of its compliance with certain provisions of laws and regulations.  That report is an integral part of an audit performed in accordance with Government Auditing Standards and should be read in conjunction with this report in considering the results of our audit.

/s/ Donald W. Causey & Associates, P.C.
Certified Public Accountants
Gadsden, Alabama
February 27, 2005

---

Donald W. Causey & Associates, P.C.
516 Walnut Street-P.O. Box 775
Gadsden, AL 35902
PHONE: 256-543-3707
FAX: 256-543-9800

INDEPENDENT AUDITORS' REPORT
                          -----------------------------------

To the Partners 
Skyview Apartments, Ltd.
Troy, Alabama

We have audited the accompanying balance sheets of Skyview Apartments, Ltd., a limited partnership, RHS Project No.: 01-055-631086473 as of December 31, 2004 and 2003, and the related statements of operations, partners' capital and cash flows for the years then ended. 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 the audits in accordance with auditing standards generally accepted in the United States of America and Government Auditing Standards issued by the Comptroller General of the United States, and the U.S. Department of Agriculture, Farmers Home Administration Audit Program. Those standards require that we plan and perform the audits 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 management, as well as evaluating the overall financial statement presentation.  We believe that the audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Skyview Apartments, Ltd., RHS Project No.: 01-055-631086473 as of December 31, 2004 and 2003, and the results of its operations and its cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America.

The audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole.  The supplemental information on pages 10 through 13 is presented for purposes of additional analysis and is not a required part of the basic financial statements.  The supplemental information presented in the Multiple Family Housing Borrower Balance Sheet (Form FmHA 1930-8) Parts I and II for the year ended December 31, 2004 and 2003, is presented for purposes of complying with the requirements of the Rural Housing Services and is also not a required part of the basic financial statements.  Such information has been subjected to the audit procedures applied in the audit of the basic financial statements and, in our opinion is fairly stated in all material respects in relation to the basic financial statements taken as a whole.

In accordance with Government Auditing Standards, we have also issued a report dated February 6, 2005 on our consideration of Skyview Apartments, Ltd's., internal control over financial reporting and on our tests of its compliance with certain provisions of laws and regulations.  That report is an integral part of an audit performed in accordance with Government Auditing Standardsand should be read in conjunction with this report in considering the results of our audit.

/s/ Donald W. Causey & Associates, P.C.
Certified Public Accountants
Gadsden, Alabama
February 6, 2005

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Donald W. Causey & Associates, P.C.
516 Walnut Street-P.O. Box 775
Gadsden, AL 35902
PHONE: 256-543-3707
FAX: 256-543-9800

INDEPENDENT AUDITORS' REPORT
                              --------------------------------

To the Partners 
Meadowview Apartments, Ltd.
Greenville, Alabama

We have audited the accompanying balance sheets of Meadowview Apartments, Ltd., a limited partnership, as of December 31, 2004 and 2003, and the related statement of operations, partners' capital and cash flows for the years then ended.  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 the audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audits 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 management, as well as evaluating the overall financial statement presentation.  We believe that the audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Meadowview Apartments, Ltd., as of December 31, 2004 and 2003, and the results of its operations and its cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America.

The audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole.  The supplemental information on pages 9 and 10 is presented for purposes of additional analysis and is not a required part of the basic financial statements.  Such information has been subjected to the audit procedures applied in the audit of the basic financial statements and, in our opinion is fairly stated in all material respects in relation to the basic financial statements taken as a whole.

/s/ Donald W. Causey and Associates, P.C.
Certified Public Accountant
Gadsden, Alabama
February 23, 2005

---

Donald W. Causey & Associates, P.C.
516 Walnut Street-P.O. Box 775
Gadsden, AL 35902
PHONE: 256-543-3707
FAX: 256-543-9800

INDEPENDENT AUDITORS' REPORT
                              --------------------------------

To the Partners 
Applegate Apartments, Ltd.
Florence, Alabama

We have audited the accompanying balance sheets of Applegate Apartments, Ltd., a limited partnership, as of December 31, 2004 and 2003, and the related statements of operations, partners' capital and cash flows for the years then ended. 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 the audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audits 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 management, as well as evaluating the overall financial statement presentation.  We believe that the audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Applegate Apartments, Ltd., as of December 31, 2004 and 2003, and the results of its operations and its cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America.

The audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole.  The supplemental information on pages 10 and 11 is presented for purposes of additional analysis and is not a required part of the basic financial statements. Such information has been subjected to the audit procedures applied in the audit of the basic financial statements and, in our opinion is fairly stated in all material respects in relation to the basic financial statements taken as a whole.

/s/ Donald W. Causey & Associates, P.C.
Certified Public Accountants
Gadsden, Alabama
February 21, 2005

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Donald W. Causey & Associates, P.C.
516 Walnut Street-P.O. Box 775
Gadsden, AL 35902
PHONE: 256-543-3707
FAX: 256-543-9800

INDEPENDENT AUDITORS' REPORT
                          	 -----------------------------------

To the Partners 
Heatherwood Apartments, Ltd.
Alexander City, Alabama

We have audited the accompanying balance sheets of Heatherwood Apartments, Ltd., a limited partnership, as of December 31, 2004 and 2003, and the related statement of operations, partners' capital and cash flows for the years then ended. 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 the audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audits 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 management, as well as evaluating the overall financial statement presentation.  We believe that the audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Heatherwood Apartments, Ltd., as of December 31, 2004 and 2003, and the results of its operations and its cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America.

The audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole.  The supplemental information on pages 9 and 10 is presented for purposes of additional analysis and is not a required part of the basic financial statements.  Such information has been subjected to the audit procedures applied in the audit of the basic financial statements and, in our opinion is fairly stated in all material respects in relation to the basic financial statements taken as a whole.

/s/ Donald W. Causey & Associates, P.C.
Certified Public Accountants
Gadsden, Alabama
February 12, 2005

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Bernard Robinson & Company, LLP
109 Muirs Chapel Rd.-P.O. Box 19608
Greensboro, NC 27419-9608
PHONE: 336-294-4494
FAX: 336-547-0840

INDEPENDENT AUDITORS' REPORT
                                   -----------------------------

To the Partners 
Lovingston Ridge, L.P.
Charlotte, North Carolina

We have audited the accompanying balance sheets of Lovingston Ridge, L.P. (A Virginia Limited Partnership) as of December 31, 2004 and 2003, and the related statements of operations, partners' deficit, and cash flows for the years then ended.  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 U.S. generally accepted auditing standards and the standards applicable to financial audits contained in Government Auditing Standards issued by the Comptroller General of 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 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 financial position of Lovingston Ridge, L.P. as of December 31, 2004 and 2003 and the results of its operations and its cash flows for the years then ended in conformity with U.S. generally accepted accounting principles.

In accordance with Government Auditing Standards, we have also issued our report dated January 31, 2005, on our consideration of the Partnership's internal control over financial reporting and our tests of its compliance with certain provisions of laws, regulations, contracts, and grant agreements and other matters.  The purpose of that report is to describe the scope of our testing of internal control over financial reporting and compliance and the results of that testing, and not to provide an opinion on the internal control over financial reporting or on compliance.  That report is an integral part of an audit performed in accordance with Government Auditing Standards and should be read in conjunction with this report in considering the results of our audits.

Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole.  The supplementary information listed in the table of contents is presented for purposes of additional analysis ad is not a required part of the basic financial statements of the Partnership.  Such information has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.

/s/ Bernard Robinson & Company, LLP
Certified Public Accountants
January 31, 2005

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Item 9.  Changes in and disagreements with Accountants on Accounting and Financial         Disclosures   None.
Item 9a.  Controls and Procedures
   Within 90 days prior to the filing of this report, under the supervision and with the participation of the Partnership's management, including the Partnership's chief executive and chief financial officers, an evaluation of the effectiveness of the Partnership's disclosure controls and procedures (as defined in Rule 13a-14(c) under the Securities and Exchange Act of 1934) was performed.  Based on this evaluation, such officers have concluded that the Partnership's disclosure controls and procedures were effective as of the date of that evaluation in alerting them in a timely manner to material information relating to the Partnership required to be included in this report and the Partnership's other reports that it files or submits under the Securities Exchange Act of 1934.  There were no significant changes in the Partnership's internal controls or in other factors that could significantly affect these controls subsequent to the date of their evaluation.

PART III

Item 10.  Directors and Executive Officers of Gateway   Gateway has no directors or executive officers.  Gateway's affairs are managed and controlled by the Managing General Partner.  Certain information concerning the directors and officers of the Managing General Partner are set forth below.
Raymond James Tax Credit Funds, Inc. - Managing General Partner
   Raymond James Tax Credit Funds, Inc. is the Managing General Partner and is responsible for decisions pertaining to the acquisition and sale of Gateway's interests in the Project Partnerships and other matters related to the business operations of Gateway.  The officers and directors of the Managing General Partner are as follows:
Ronald M. Diner, is President and a Director.  He is a Senior Vice President of Raymond James & Associates, Inc., with whom he has been employed since June 1983. Mr. Diner received an MBA degree from Columbia University (1968) and a BS degree from Trinity College (1966).  Prior to joining Raymond James & Associates, Inc., he managed the broker-dealer activities of Pittway Real Estate, Inc., a real estate development firm. He was previously a loan officer at Marine Midland Realty Credit Corp., and spent three years with Common, Dann & Co., a New York regional investment firm.  He has served as a member of the Board of Directors of the Council for Rural Housing and Development, a national organization of developers, managers and syndicators of properties developed under the RECD Section 515 program, and is a member of the Board of Directors of the Florida Council for Rural Housing and Development.  Mr. Diner  has been a speaker and panel member at state and national seminars relating to the low-income housing credit.
	J. Davenport Mosby, is a Vice President and a Director.  He is a Senior Vice President of Raymond James & Associates, Inc. which he joined in 1982.  Mr. Mosby received an MBA from the Harvard Business School (1982).  He graduated magna cum laude with a BA from Vanderbilt University where he was elected to Phi Beta Kappa.

Raymond James Partners, Inc. -

Raymond James Partners, Inc. has been formed to act as the general partner, with affiliated corporations, in limited partnerships sponsored by Raymond James Financial, Inc.  Raymond James Partners, Inc. is a general partner for purposes of assuring that Gateway and other partnerships sponsored by affiliates have sufficient net worth to meet the minimum net worth requirements of state securities administrators.
   	Information regarding the officers and directors of Raymond James Partners, Inc. is included on page 68 of the Prospectus under the section captioned "Management" (consisting of pages 66 through 69 of the Prospectus) which is incorporated herein by reference.

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Item 11.  Executive Compensation   	Gateway has no directors or officers.
Item 12.  Security Ownership of Certain Beneficial Owners and Management   	Neither of the General Partners own any units of the outstanding securities of Gateway as of March 31, 2005.  Ronald M. Diner, President of Raymond James Tax Credit Funds, Inc. owns 5 units of Series 7.  None of the other directors and officers own any units of the outstanding securities of Gateway as of March 31, 2005.
   	Gateway is a Limited Partnership and therefore does not have voting shares of stock.  To the knowledge of Gateway, no person owns of record or beneficially, more than 5% of Gateway's outstanding units.
Item 13.  Certain Relationships and Related Transactions   	Gateway has no officers or directors.  However, under the terms of the public offering, various kinds of compensation and fees are payable to the General Partners and its affiliates during the organization and operations of Gateway.  Additionally, the General Partners will receive distributions from Gateway if there is cash available for distribution or residual proceeds as defined in the Partnership Agreement.  The amounts and kinds of compensation and fees are described on pages 24 to 26 of the Prospectus under the caption "Management Compensation", which is incorporated herein by reference.
   	The Payable to General Partners primarily represents the asset management fees owed to the General Partners at the end of the period.  It is unsecured, due on demand and, in accordance with the limited partnership agreement, non-interest bearing.  Within the next 12 months, the Managing General Partner does not intend to demand payment on the portion of Asset Management Fees payable classified as long-term on the Balance Sheet.
   	The Payable to Project Partnerships represents unpaid capital contributions to the Project Partnerships and will be paid after certain performance criteria are met.  Such contributions are in turn payable to the general partners of the Project Partnerships.
	   For the periods ended March 31, 2005, 2004, and 2003 the General Partners and affiliates are entitled to compensation and reimbursement for costs and expenses incurred by Gateway as follows:
   	Asset Management Fee - The Managing General Partner is entitled to receive an annual asset management fee equal to the greater of (i) $2,000 for each limited partnership in which Gateway invests, as adjusted by the Consumer Price Index or (ii) 0.275% of Gateway's gross proceeds from the sale of limited partnership interests.  In either event (i) or (ii), the maximum amount may not exceed 0.2% of the aggregate cost (Gateway's capital contribution plus Gateway's share of the Properties' mortgage) of Gateway's interest in properties owned by the Project Partnerships.  The asset management fee will be paid only after all other expenses of Gateway have been paid.  These fees are included in the Statement of Operations.

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|          | 2005
----         | 2004
----         | 2003
----        
|--------- | ----------------- | ----------------- | -----------------
|Series 7  | $ 86,447          | $ 86,749          | $ 87,082         
|Series 8  | 89,908            | 90,313            | 90,730           
|Series 9  | 49,509            | 49,711            | 49,865           
|Series 10 | 33,819            | 33,890            | 34,013           
|Series 11 | 28,021
--------   | 28,254
--------   | 28,518
--------  
|Total     | $287,704
======== | $288,917
======== | $290,208
========

General and Administrative Expenses - The Managing General Partner is reimbursed for general and administrative expenses of Gateway on an accountable basis.  This expense is included in the Statement of Operations.

|          | 2005
----         | 2004
----         | 2003
----        
|--------- | ----------------- | ----------------- | -----------------
|Series 7  | $ 56,857          | $ 56,842          | $ 32,765         
|Series 8  | 62,689            | 62,671            | 36,127           
|Series 9  | 34,990            | 34,979            | 20,164           
|Series 10 | 21,868            | 21,863            | 12,601           
|Series 11 | 17,494
--------   | 17,491
--------   | 10,081
--------  
|Total     | $193,898
======== | $193,846
======== | $111,738
========

Item 14.  Principal Accounting Fees & Services
  The aggregate fees billed by the Partnership's principal accounting firm, Spence, Marston, Bunch, Morris and Co., for professional services rendered for the audit of the annual financial statements and review of financial statements included in the Partnerships quarterly reports on Form 10-Q for the years ended March 31, 2005 and 2004 were $21,625 and $24,925, respectively.
  Tax - During fiscal 2005 and 2004, Spence, Marston, Bunch, Morris & Co. was engaged to prepare the Partnership's federal tax return, for which they billed $6,500 for each year.
  Other Fees - The Company's Audit Committee Charter requires that the Committee approve the engagement of the principal auditing firm prior to the rendering of any audit or non-audit services.  During fiscal 2005, 100% of the audit related and other fees and 100% of the tax fees were pre-approved by the Audit Committee.

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PART IV

Item 15.  Exhibits, Financial Statement Schedules and Reports on Form 8-K   a.(1)  Financial Statements - see accompanying index to financial statements, Item 8.
   (2) Financial Statement Schedules - 
   All other schedules are omitted because they are not applicable or not required, or because the required information is shown either in the financial statements or in the notes thereto.
   (3)	Exhibit Index -

*   Included with Form S-11, Registration No. 33-44238 and amendments and supplements thereto previously filed with the Securities and Exchange Commission.
b.	Reports filed on Form 8-K - NONE

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GATEWAY TAX CREDIT FUND III LTD.
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
OF PROPERTY OWNED BY PROJECT PARTNERSHIPS INVESTED IN
AS OF DECEMBER 31, 2004
SERIES 7
Apartment Properties

|Partnership
-----------                                                                                                                                                                                                                                                                                                                                                                                                   | Location
--------                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                | # of Units
----------                                                                                                | Mortgage   
Loan Balance
-------------                                                                                                                                                                                                                                                                                        
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ | -------------------------------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Nottingham
Cedar Hollow
Sunrise
Mountain City
Burbank
Washington
BrookStone
Tazewell
N. Irvine
Horton
Manchester
Waynesboro
Lakeland II
Mt. Vernon
Meadow Run
Spring Creek II
Warm Springs
Blue Ridge
Walnut
Pioneer
Dilley
Elsa
Clinch View
Jamestown
Leander
Louisa Sr.
Orchard Commons
Vardaman
Heritage Park
BrooksHollow
Cavalry Crossing
Carson City
Matteson
Pembroke
Robynwood
Atoka
Coalgate
Hill Creek
Cardinal | Pisgah, AL
Waterloo, NE
Mission, SD
Mountain City, TN
Falls City, NE
Bloomfield, NE
McCaysville, GA
New Tazewell, TN
Irvine, KY
Horton, KS
Manchester, GA
Waynesboro, GA
Lakeland, GA
Mt. Vernon, GA
Dawson, GA
Quitman, GA
Warm Springs, GA
Blue Ridge, GA
Elk Point, SD
Mountain View, AR
Dilley, TX
Elsa, TX
Gate City, VA
Jamestown, TN
Leander, TX
Louisa, KY
Crab Orchard, KY
Vardaman, MS
Paze, AZ
Jasper, GA
Ft. Scott, KS
Carson City, KS
Capa, KS
Pembroke, KY
Cynthiana, KY
Atoka, OK
Coalgate, OK
West Blocton, AL
Mountain Home. AR | 18
24
44
40
24
24
40
44
24
24
42
24
30
24
48
24
22
41
24
48
28
40
42
40
36
36
12
24
32
40
40
24
24
16
24
24
24
24
32 | $   569,475749,6751,993,5271,296,350793,975787,9511,178,5121,380,415779,825757,0161,185,749662,018821,015728,8761,405,841657,714665,2311,079,449810,1301,192,576714,4941,021,6041,436,5871,203,233902,4141,174,574337,264720,7891,226,0561,163,0021,398,837777,585752,046503,455765,093666,362666,088764,050160,913
----------
|                                                                                                                                                                                                                                                                                                                                                                                                                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |                                                                                                                      | $35,849,766
===========                                                                                                                                                                                                                                                                                                       

---

GATEWAY TAX CREDIT FUND III LTD.
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
OF PROPERTY OWNED BY PROJECT PARTNERSHIPS INVESTED IN
AS OF DECEMBER 31, 2004

|SERIES 7
Apartment Properties                                                                                                                                                                                                                                                                                                                                                                                             | Cost At Acquisition
--------------------                                                                                                                                                                                                                                                     |                                                                                                                                                                                                                                                                                                                                                 
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Partnership
-----------                                                                                                                                                                                                                                                                                                                                                                                                   | Land
----                                                                                                                                                                                                                                                                                    | Buildings, 
Improvements
and Equipment
-------------                                                                                                                                                                                                                                                                                            
|Nottingham
Cedar Hollow
Sunrise
Mountain City
Burbank
Washington
BrookStone
Tazewell
N. Irvine
Horton
Manchester
Waynesboro
Lakeland II
Mt. Vernon
Meadow Run
Spring Creek II
Warm Springs
Blue Ridge
Walnut
Pioneer
Dilley
Elsa
Clinch View
Jamestown
Leander
Louisa Sr.
Orchard Commons
Vardaman
Heritage Park
BrooksHollow
Cavalry Crossing
Carson City
Matteson
Pembroke
Robynwood
Atoka
Coalgate
Hill Creek
Cardinal | $   21,070
25,000
30,000
67,000
25,000
30,000
45,000
75,000
27,600
15,615
40,000
45,310
30,000
19,500
20,000
40,000
45,000
0
20,000
30,000
30,000
40,000
99,000
53,800
46,000
90,000
28,789
15,000
199,000
67,155
82,300
86,422
28,438
22,000
35,000
16,000
22,500
29,337
24,207 
---------- | $   695,113
889,355
837,000
1,345,826
595,780
401,435
176,183
834,811
696,407
641,460
243,179
107,860
149,453
156,335
241,802
117,323
196,691
234,193
112,079
1,092,918
847,755
1,286,910
409,447
436,875
1,063,200
449,409
452,556
93,877
1,243,700
183,029
894,246
354,778
556,314
190,283
315,110
819,334
806,005
622,291
650,852 
----------
|                                                                                                                                                                                                                                                                                                                                                                                                                          | $ 1,666,043
===========                                                                                                                                                                                                                                                                      | $21,441,174
===========                                                                                                                                                                                                                                                                                                                         

---

GATEWAY TAX CREDIT FUND III LTD.
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
OF PROPERTY OWNED BY PROJECT PARTNERSHIPS INVESTED IN
AS OF DECEMBER 31, 2004

|SERIES 7
Apartment Properties                                                                                                                                                                                                                                                                                                                                                                                             | Gross Amount At Which Carried At December 31, 2004
--------------------                                                                                                                                                                                                                     
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Partnership
-----------                                                                                                                                                                                                                                                                                                                                                                                                   | Land
----                                                                                                                                                                                                                                                                                   
|Nottingham
Cedar Hollow
Sunrise
Mountain City
Burbank
Washington
BrookStone
Tazewell
N. Irvine
Horton
Manchester
Waynesboro
Lakeland II
Mt. Vernon
Meadow Run
Spring Creek II
Warm Springs
Blue Ridge
Walnut
Pioneer
Dilley
Elsa
Clinch View
Jamestown
Leander
Louisa Sr.
Orchard Commons
Vardaman
Heritage Park
BrooksHollow
Cavalry Crossing
Carson City
Matteson
Pembroke
Robynwood
Atoka
Coalgate
Hill Creek
Cardinal | $   21,070
25,000
30,000
67,000
25,000
30,000
45,000
75,000
27,600
15,615
49,455
34,500
29,600
19,500
40,000
30,000
20,000
0
20,000
30,000
30,000
40,000
99,000
53,800
46,000
90,000
28,789
15,000
199,000
67,000
101,365
40,028
39,000
22,000
35,000
16,000
22,500
29,337
24,207
----------
|                                                                                                                                                                                                                                                                                                                                                                                                                          | $ 1,632,366
===========                                                                                                                                                                                                                                                                     

---

GATEWAY TAX CREDIT FUND III LTD.
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
OF PROPERTY OWNED BY PROJECT PARTNERSHIPS INVESTED IN
AS OF DECEMBER 31, 2004

|SERIES 7
Apartment Properties
Partnership
-----------                                                                                                                                                                                                                                                                                                                                                                     | Accumulated
Depreciation
------------                                                                                                                                                                                                                                                                                                    | Depreciable
Life
-----------                                                                                                                                                                                                                                                                                                                                       
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Nottingham
Cedar Hollow
Sunrise
Mountain City
Burbank
Washington
BrookStone
Tazewell
N. Irvine
Horton
Manchester
Waynesboro
Lakeland II
Mt. Vernon
Meadow Run
Spring Creek II
Warm Springs
Blue Ridge
Walnut
Pioneer
Dilley
Elsa
Clinch View
Jamestown
Leander
Louisa Sr.
Orchard Commons
Vardaman
Heritage Park
BrooksHollow
Cavalry Crossing
Carson City
Matteson
Pembroke
Robynwood
Atoka
Coalgate
Hill Creek
Cardinal | $   235,385
333,204
1,105,491
739,763
381,088
423,052
573,169
765,315
315,167
450,141
546,525
311,345
398,015
335,363
681,936
309,218
327,203
562,677
355,384
463,764
216,102
382,015
778,838
673,327
501,931
466,548
154,526
280,170
667,548
541,818
562,340
415,690
426,005
197,695
313,782
394,809
394,485
373,149
198,610
---------- | 5.0-40.0
7.0-40.0
5.0-27.5
7.0-27.5
5.0-30.0
5.0-30.0
5.0-27.5
7.0-27.5
5.0-40.0
5.0-25.0
5.0-25.0
10.0-30.0
10.0-30.0
5.0-30.0
7.0-27.5
10.0-30.0
5.0-40.0
5.0-25.0
5.0-40.0
12.0-40.0
5.0-50.0
7.0-50.0
7.0-27.5
7.0-27.5
7.0-30.0
5.0-40.0
5.0-40.0
5.0-40.0
7.0-27.5
5.0-27.5
12.0-40.0
7.0-27.5
7.0-27.5
5.0-40.0
5.0-40.0
5.0-25.0
5.0-25.0
7.0-27.5
7.0-27.5
|                                                                                                                                                                                                                                                                                                                                                                                                                          | $17,552,593
===========                                                                                                                                                                                                                                                                                                                  |                                                                                                                                                                                                                                                                                                                                                                    

---

GATEWAY TAX CREDIT FUND III LTD.
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
OF PROPERTY OWNED BY PROJECT PARTNERSHIPS INVESTED IN
AS OF DECEMBER 31, 2004

|SERIES 8
Apartment Properties
Partnership
-----------                                                                                                                                                                                                                                                                                                                                                                                                                             | Location
--------                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      | # of Units
----------                                                                                                            | Mortgage  
Loan Balance
------------                                                                                                                                                                                                                                                                                                                                                            
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ | -------------------------------------------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Purdy
Galena
Antlers 2
Holdenville
Wetumka
Mariners Cove
Mariners Cove Sr.
Antlers
Bentonville
Deerpoint
Aurora
Baxter
Arbor Gate
Timber Ridge
Concordia Sr.
Mountainburg
Lincoln
Fox Ridge
Meadow View
Sheridan
Morningside
Grand Isle
Meadowview
Taylor
Brookwood
Pleasant Valley
Reelfoot
River Rest
Kirskville
Cimmaron
Kenton
Lovingston
Pontotoc
So. Brenchley
Hustonville
Northpoint
Brooks Field
Brooks Lane
Brooks Point
Brooks Run
Logan Heights
Lakeshore 2
Cottondale | Purdy, MO
Galena, KS
Antlers, OK
Holdenville, OK
Wetumka, OK
Marine City, MI
Marine City, MI
Antlers, OK
Bentonville, AR
Elgin, AL
Aurora, MO
Baxter Springs, KS
Bridgeport, AL
Collinsville, AL
Concordia, KS
Mountainburg, AR
Pierre, SD
Russellville, AL
Bridgeiport, NE
Auburn, NE
Kenton, OH
Grand Isle, ME
Van Buren, AR
Taylor, TX
Gainesboro, TN
Lynchburg, TN
Ridgely, TN
Newport, TN
Kirksville, MO
Arco, ID
Kenton, OH
Lovingston, VA
Pontotoc, MS
Rexburg, ID
Hustonville, KY
Jackson, KY
Louisville, GA
Clayton, GA
Dahlonega, GA
Jasper, GA
Russellville, KY
Tuskegee, AL
Cottondale, FL | 16
24
24
24
24
32
24
36
24
24
28
16
24
24
24
24
25
24
16
16
32
16
29
44
44
33
20
34
24
24
46
64
36
30
16
24
32
36
41
24
24
36
25 | $   452,811
599,949
626,840
712,246
646,761
1,022,025
791,554
1,075,948
529,686
734,207
717,064
420,985
743,333
724,985
673,255
701,669
877,944
732,963
583,129
599,715
960,290
929,387
748,801
1,227,673
1,443,124
1,084,444
644,580
1,131,891
674,381
818,109
1,410,369
2,195,390
1,088,655
1,221,336
514,662
884,452
943,223
1,089,348
1,351,118
749,521
773,634
1,139,001
754,690
----------
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |                                                                                                                                  | $37,745,148
===========                                                                                                                                                                                                                                                                                                                                                                         

---

GATEWAY TAX CREDIT FUND III LTD.
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
OF PROPERTY OWNED BY PROJECT PARTNERSHIPS INVESTED IN
AS OF DECEMBER 31, 2004

|SERIES 8                                                                                                                                                                                                                                                                                                                                                                                                                                                                          | Cost At Acquisition
--------------------                                                                                                                                                                                                                                                                                           |                                                                                                                                                                                                                                                                                                                                                                                       
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Partnership
-----------                                                                                                                                                                                                                                                                                                                                                                                                                                                           | Land
----                                                                                                                                                                                                                                                                                                                          | Buildings, 
Improvements
and Equipment
-------------                                                                                                                                                                                                                                                                                                                                  
|Purdy
Galena
Antlers 2
Holdenville
Wetumka
Mariners Cove
Mariners Cove Sr.
Antlers
Bentonville
Deerpoint
Aurora
Baxter
Arbor Gate
Timber Ridge
Concordia Sr.
Mountainburg
Lincoln
Fox Ridge
Meadow View
Sheridan
Morningside
Grand Isle
Meadowview
Taylor
Brookwood
Pleasant Valley
Reelfoot
River Rest
Kirskville
Cimmaron
Kenton
Lovingston
Pontotoc
So. Brenchley
Hustonville
Northpoint
Brooks Field
Brooks Lane
Brooks Point
Brooks Run
Logan Heights
Lakeshore 2
Cottondale | $   64,823
19,200
26,000
15,000
19,977
117,192
72,252
50,529
15,220
33,250
164,350
13,800
43,218
15,145
65,000
20,000
121,000
35,000
29,000
20,100
31,163
20,000
40,000
105,335
28,148
56,269
13,000
50,750
50,000
18,000
61,699
178,985
40,500
99,658
20,000
140,000
45,762
57,500
108,000
50,000
24,600
45,000
36,000
---------- | $   493,596
362,505
761,859
877,598
792,876
1,134,974
901,745
1,270,510
743,269
912,974
716,471
418,296
873,748
879,334
776,131
863,990
933,872
867,785
686,959
373,018
1,152,691
1,180,210
954,717
1,185,923
1,780,090
1,288,452
118,127
431,259
188,140
611,963
785,703
2,215,782
312,296
492,781
672,270
942,599
113,295
123,401
135,053
158,025
422,778
273,501
911,975
----------
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  | $ 2,280,425
===========                                                                                                                                                                                                                                                                                                            | $32,092,541
===========                                                                                                                                                                                                                                                                                                                                                               

---

GATEWAY TAX CREDIT FUND III LTD.
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
OF PROPERTY OWNED BY PROJECT PARTNERSHIPS INVESTED IN
AS OF DECEMBER 31, 2004

SERIES 8

|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  | Gross Amount At Which Carried At December 31, 2004
--------------------                                                                                                                                                                                                                                                        
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Partnership
-----------                                                                                                                                                                                                                                                                                                                                                                                                                                                           | Land
----                                                                                                                                                                                                                                                                                                                      
|Purdy
Galena
Antlers 2
Holdenville
Wetumka
Mariners Cove
Mariners Cove Sr.
Antlers
Bentonville
Deerpoint
Aurora
Baxter
Arbor Gate
Timber Ridge
Concordia Sr.
Mountainburg
Lincoln
Fox Ridge
Meadow View
Sheridan
Morningside
Grand Isle
Meadowview
Taylor
Brookwood
Pleasant Valley
Reelfoot
River Rest
Kirskville
Cimmaron
Kenton
Lovingston
Pontotoc
So. Brenchley
Hustonville
Northpoint
Brooks Field
Brooks Lane
Brooks Point
Brooks Run
Logan Heights
Lakeshore 2
Cottondale | $   12,200
19,200
26,000
15,000
19,977
64,000
46,216
50,529
15,220
19,500
35,000
14,845
43,218
15,145
65,000
20,000
121,000
35,000
18,000
20,100
31,163
20,000
40,000
105,334
28,148
56,269
13,827
52,062
50,000
6,000
61,699
171,772
40,500
99,658
20,000
140,000
45,761
57,500
108,000
50,366
24,600
45,000
36,000
----------
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  | $ 1,978,809
===========                                                                                                                                                                                                                                                                                                        

---

GATEWAY TAX CREDIT FUND III LTD.
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
OF PROPERTY OWNED BY PROJECT PARTNERSHIPS INVESTED IN
AS OF DECEMBER 31, 2004

|SERIES 8
Apartment Properties
Partnership
-----------                                                                                                                                                                                                                                                                                                                                                                                                                             | Accumulated 
Depreciation
------------                                                                                                                                                                                                                                                                                                                                   | Depreciable
Life   
-----------                                                                                                                                                                                                                                                                                                                                                                    
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Purdy
Galena
Antlers 2
Holdenville
Wetumka
Mariners Cove
Mariners Cove Sr.
Antlers
Bentonville
Deerpoint
Aurora
Baxter
Arbor Gate
Timber Ridge
Concordia Sr.
Mountainburg
Lincoln
Fox Ridge
Meadow View
Sheridan
Morningside
Grand Isle
Meadowview
Taylor
Brookwood
Pleasant Valley
Reelfoot
River Rest
Kirskville
Cimmaron
Kenton
Lovingston
Pontotoc
So. Brenchley
Hustonville
Northpoint
Brooks Field
Brooks Lane
Brooks Point
Brooks Run
Logan Heights
Lakeshore 2
Cottondale | $   301,414
369,792
367,474
409,328
371,882
558,512
429,753
601,081
372,251
240,766
431,343
252,580
271,157
277,017
351,348
402,333
428,860
220,874
273,816
248,863
419,750
517,359
439,171
325,192
721,109
537,404
317,441
526,311
339,750
474,594
592,807
1,100,156
338,791
618,523
202,715
290,319
420,143
481,166
564,713
330,807
387,770
359,575
335,441
---------- | 7.0-27.5
7.0-27.5
5.0-25.0
5.0-25.0
5.0-25.0
7.0-27.5
7.0-27.5
10.0-25.0
5.0-25.0
5.0-50.0
7.0-27.5
7.0-27.5
5.0-40.0
5.0-40.0
5.0-25.0
5.0-25.0
7.0-27.5
5.0-50.0
5.0-30.0
5.0-50.0
5.0-33.0
7.0-27.5
5.0-25.0
5.0-50.0
5.0-50.0
5.0-50.0
7.0-27.5
7.0-50.0
5.0-27.5
7.0-27.5
5.0-33.0
7.0-27.5
5.0-40.0
7.0-27.5
5.0-40.0
5.0-40.0
5.0-40.0
5.0-40.0
5.0-40.0
5.0-40.0
7.0-40.0
5.0-40.0
5.0-27.5
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  | $17,821,451
===========                                                                                                                                                                                                                                                                                                                                                  |                                                                                                                                                                                                                                                                                                                                                                                                    

---

GATEWAY TAX CREDIT FUND III LTD.
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
OF PROPERTY OWNED BY PROJECT PARTNERSHIPS INVESTED IN
AS OF DECEMBER 31, 2004

|SERIES 9
Apartment Properties
Partnership
-----------                                                                                                                                                                                    | Location
--------                                                                                                                                                                                                                                                                                                       | # of Units
----------                                                   | Mortgage  
Loan Balance
-------------                                                                                                                                                                                    
|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Jay
Boxwood
Stilwell 3
Arbor Trace
Arbor Trace 2
Omega
Cornell 2
Elm Creek
Marionville
Lamar
Mt. Glen
Centreville
Skyview
Sycamore
Bradford
Cedar Lane
Stanton
Abernathy
Pembroke
Meadowview
Town Branch
Fox Run
Maple Street
Manchester | Jay, OK
Lexington, TX
Stilwell, OK
Lake Park, GA
Lake Park, GA
Omega, GA
Watertown, SD
Pierre, SD
Marionville, MO
Lamar, AR
Heppner, OR
Centreville, AL
Troy, AL
Coffeyville, KS
Cumberland, KY
London, KY
Stanton, KY
Abernathy, TX
Pembroke, KY
Greenville, AL
Mt. Vernon, KY
Ragland, AL
Emporium, PA
Manchester, GA | 24
24
16
24
42
36
24
24
20
24
24
24
36
40
24
24
24
24
24
24
24
24
32
18 | $   643,084
608,881
458,879
731,798
1,440,228
1,120,086
910,889
942,414
556,116
709,138
814,658
779,292
1,120,431
1,397,702
782,004
722,105
791,664
613,724
788,340
650,556
760,850
765,913
1,348,451
583,570
-----------
|                                                                                                                                                                                                                                         |                                                                                                                                                                                                                                                                                                                         |                                                                         | $20,040,773
===========                                                                                                                                                                                                  

---

GATEWAY TAX CREDIT FUND III LTD.
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
OF PROPERTY OWNED BY PROJECT PARTNERSHIPS INVESTED IN
AS OF DECEMBER 31, 2004

|SERIES 9
Apartment Properties                                                                                                                                                                                                            | Cost At Acquisition
--------------------                                                                                                                                                |                                                                                                                                                                                                                  
|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Partnership
-----------                                                                                                                                                                                                                  | Land
----                                                                                                                                                                               | Buildings, 
Improvements
and Equipment
-------------                                                                                                                                                             
|Jay
Boxwood
Stilwell 3
Arbor Trace
Arbor Trace 2
Omega
Cornell 2
Elm Creek
Marionville
Lamar
Mt. Glen
Centreville
Skyview
Sycamore
Bradford
Cedar Lane
Stanton
Abernathy
Pembroke
Meadowview
Town Branch
Fox Run
Maple Street
Manchester | $   30,000
22,273
15,567
62,500
100,000
35,000
29,155
71,360
24,900
18,000
23,500
36,000
120,000
64,408
66,000
49,750
41,584
30,000
43,000
46,270
21,000
47,467
85,000
24,100
--------- | $   103,524
718,529
82,347
185,273
361,210
188,863
576,296
233,390
409,497
202,240
480,064
220,952
220,161
415,748
285,025
952,314
959,574
751,898
955,687
1,086,351
942,114
919,296
1,178,856
711,035
----------
|                                                                                                                                                                                                                                         | $1,106,834
==========                                                                                                                                                                   | $13,140,244
===========                                                                                                                                                                                          

---

GATEWAY TAX CREDIT FUND III LTD.
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
OF PROPERTY OWNED BY PROJECT PARTNERSHIPS INVESTED IN
AS OF DECEMBER 31, 2004

|SERIES 9
Apartment Properties                                                                                                                                                                                                            | Gross Amount At Which Carried At December 31, 2004
--------------------                                                                                                                
|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Partnership
-----------                                                                                                                                                                                                                  | Land
----                                                                                                                                                                              
|Jay
Boxwood
Stilwell 3
Arbor Trace
Arbor Trace 2
Omega
Cornell 2
Elm Creek
Marionville
Lamar
Mt. Glen
Centreville
Skyview
Sycamore
Bradford
Cedar Lane
Stanton
Abernathy
Pembroke
Meadowview
Town Branch
Fox Run
Maple Street
Manchester | $   25,000
22,273
10,000
62,500
100,000
35,000
29,155
71,360
25,000
18,000
23,500
36,000
120,000
64,600
66,000
49,750
41,584
30,000
43,000
46,270
21,000
47,467
85,000
27,200
---------
|                                                                                                                                                                                                                                         | $1,099,659
==========                                                                                                                                                                  

---

GATEWAY TAX CREDIT FUND III LTD.
SCHEDULE III -REAL ESTATE AND ACCUMULATED DEPRECIATION
OF PROPERTY OWNED BY PROJECT PARTNERSHIPS INVESTED IN
AS OF DECEMBER 31, 2004

|SERIES 9
Apartment Properties
Partnership
-----------                                                                                                                                                                                    | Accumulated
Depreciation
-------------                                                                                                                                                                         | Depreciable
Life   
-----------                                                                                                                                                                                           
|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Jay
Boxwood
Stilwell 3
Arbor Trace
Arbor Trace 2
Omega
Cornell 2
Elm Creek
Marionville
Lamar
Mt. Glen
Centreville
Skyview
Sycamore
Bradford
Cedar Lane
Stanton
Abernathy
Pembroke
Meadowview
Town Branch
Fox Run
Maple Street
Manchester | $   346,361
347,058
256,212
298,407
594,242
484,467
502,822
483,589
325,984
397,990
452,362
409,770
344,934
486,474
294,814
304,643
303,898
341,443
291,676
280,947
271,766
353,783
448,727
249,926
---------- | 5.0-25.0
5.0-25.0
5.0-25.0
10.0-30.0
10.0-30.0
5.0-50.0
5.0-30.0
5.0-27.5
7.0-27.5
5.0-25.0
7.0-27.5
5.0-40.0
5.0-40.0
12.0-40.0
5.0-40.0
5.0-40.0
5.0-40.0
5.0-25.0
7.0-40.0
5.0-40.0
7.0-40.0
7.0-27.5
7.0-40.0
5.0-27.5
|                                                                                                                                                                                                                                         | $ 8,872,295
===========                                                                                                                                                                                        |                                                                                                                                                                                                                           

---

GATEWAY TAX CREDIT FUND III LTD.
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
OF PROPERTY OWNED BY PROJECT PARTNERSHIPS INVESTED IN
AS OF DECEMBER 31, 2004

|SERIES 10
Apartment Properties
Partnership
-----------                                                                                             | Location
--------                                                                                                                                                                                   | # of Units
----------                                                                                                                                  | Mortgage
Loan Balance
------------                                                                                                            
|-------------------------------------------------------------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------ | ----------------------------------------------------------------------------------------------------------------------------------------------
|Redstone
Albany
Oak Terrace
Wellshill
Applegate
Heatherwood
Peachtree
Donna
Wellsville
Tecumseh
Clay City
Irvine West
New Castle
Stigler
Courtyard | Challis, ID
Albany, KY
Bonifay, FL
West Liberty, KY
Florence, AL
Alexander City, AL
Gaffney, SC
Donna, TX
Wellsville, NY
Tecumseh, NE
Clay City, KY
Irvine, KY
New Castle, KY
Stigler, OK
Huron, SD | 24
24
18
32
36
36
28
50
24
24
24
24
24
20
21                                                                                                           | $   832,389
764,439
535,006
1,069,388
1,114,105
881,790
989,631
1,403,825
1,034,860
884,220
801,753
799,553
794,648
585,591
634,903
----------
|                                                                                                                                                   |                                                                                                                                                                                                     |                                                                                                                                                        | $13,126,101
===========                                                                                                                       
|                                                                                                                                                   | Cost At Acquisition
--------------------                                                                                                                                                            |                                                                                                                                                       
|Partnership
-----------                                                                                                                            | Land
----                                                                                                                                                                                           | Buildings, 
Improvements
and Equipment
-------------                                                                                                   | Net Improvements
Capitalized
Subsequent to
Acquisition
----------------                                                                       
|Redstone
Albany
Oak Terrace
Wellshill
Applegate
Heatherwood
Peachtree
Donna
Wellsville
Tecumseh
Clay City
Irvine West
New Castle
Stigler
Courtyard | $   24,000
39,500
27,200
75,000
125,000
55,000
25,000
112,000
38,000
20,000
22,750
25,000
40,575
24,000
12,000
-------                                                                              | $   747,591
990,162
633,284
1,270,844
1,467,675
1,551,679
1,021,466
1,661,889
1,286,389
1,038,151
998,334
1,060,585
971,520
730,056
465,936
---------- | $   381,110
12,867
3,996
5,100
259,757
13,575
46,330
4,778
59,187
71,553
17,924
8,122
11,511
0
300,015
----------                             
|                                                                                                                                                   | $665,025
========                                                                                                                                                                                   | $15,895,561
===========                                                                                                                                | $ 1,195,825
===========                                                                                                                       

---

GATEWAY TAX CREDIT FUND III LTD.
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
OF PROPERTY OWNED BY PROJECT PARTNERSHIPS INVESTED IN
AS OF DECEMBER 31, 2004

|SERIES 10
Apartment Properties                                                                                                                     | Gross Amount At Which Carried At December 31, 2004
--------------------                                                               
|-------------------------------------------------------------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------------------------------------------------
|Partnership
-----------                                                                                                                            | Land
----                                                                                                                             
|Redstone
Albany
Oak Terrace
Wellshill
Applegate
Heatherwood
Peachtree
Donna
Wellsville
Tecumseh
Clay City
Irvine West
New Castle
Stigler
Courtyard | $   7,600
39,500
27,200
75,000
125,000
55,000
25,000
112,000
38,000
20,000
22,750
25,000
40,575
24,000
12,000
--------                
|                                                                                                                                                   | $ 648,625
=========                                                                                                                   
|Partnership
-----------                                                                                                                            | Accumulated
Depreciation
------------                                                                                                 
|Redstone
Albany
Oak Terrace
Wellshill
Applegate
Heatherwood
Peachtree
Donna
Wellsville
Tecumseh
Clay City
Irvine West
New Castle
Stigler
Courtyard | $   492,703
319,337
248,249
375,435
444,146
407,698
286,714
363,982
564,399
290,202
281,960
299,081
272,043
205,436
251,963
----------
|                                                                                                                                                   | $5,103,348
==========                                                                                                                 

---

GATEWAY TAX CREDIT FUND III LTD.
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
OF PROPERTY OWNED BY PROJECT PARTNERSHIPS INVESTED IN
AS OF DECEMBER 31, 2003

|SERIES 11
Apartment Properties
Partnership
-----------                                                     | Location
--------                                                                                                                                          | # of Units
----------              | Mortgage
Loan Balance
-------------                                                                                
|---------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------- | ---------------------------------- | -------------------------------------------------------------------------------------------------------------------
|Homestead
Mountain Oak
Eloy
Gila Bend
Creekstone
Tifton
Cass Towne
Warsaw
Royston
Red Bud
Cardinal
Parsons | Pinetop, AZ
Collinsville, AL
Eloy, AZ
Gila Bend, AZ
Dallas, GA
Tifton, GA
Cartersville, GA
Warsaw, VA
Royston, GA
Mokane, MO
Mountain Home, AR
Parsons, KS | 32
24
24
36
40
36
10
56
25
8
32
38 | $   1,294,735
671,963
640,340
962,225
743,895
829,694
59,417
2,623,838
734,665
236,121
104,980
1,080,620
----------
|                                                                                                           |                                                                                                                                                            |                                    | $ 9,982,493
===========                                                                                            



|                                                                                                           | Cost At Acquisition
--------------------                                                          |                                                                                                                   
|---------------------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------
|Partnership
-----------                                                                                    | Land
----                                                                                         | Buildings, 
Improvements
and Equipment
-------------                                                              
|Homestead
Mountain Oak
Eloy
Gila Bend
Creekstone
Tifton
Cass Towne
Warsaw
Royston
Red Bud
Cardinal
Parsons | $   126,000
30,000
12,000
18,000
130,625
17,600
22,690
146,800
36,000
5,500
15,793
45,188
------- | $   1,628,502
473,033
882,913
945,233
170,655
192,853
301,458
3,200,738
785,602
295,617
424,616
953,512
----------
|                                                                                                           | $606,196
========                                                                                 | $10,254,732
===========                                                                                           

---

GATEWAY TAX CREDIT FUND III LTD.
SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
OF PROPERTY OWNED BY PROJECT PARTNERSHIPS INVESTED IN
AS OF DECEMBER 31, 2004

|SERIES 11
Apartment Properties                                                                             | Gross Amount At Which Carried At December 31, 2004
--------------------                                       
|---------------------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------------------------
|Partnership
-----------                                                                                    | Land
----                                                                                                     
|Homestead
Mountain Oak
Eloy
Gila Bend
Creekstone
Tifton
Cass Towne
Warsaw
Royston
Red Bud
Cardinal
Parsons | $   126,000
30,000
12,000
18,000
130,650
17,327
22,690
146,800
36,000
5,500
15,793
38,437
--------            
|                                                                                                           | $ 599,197
=========                                                                                           
|Partnership
-----------                                                                                    | Accumulated
Depreciation
------------                                                                         
|Homestead
Mountain Oak
Eloy
Gila Bend
Creekstone
Tifton
Cass Towne
Warsaw
Royston
Red Bud
Cardinal
Parsons | $   477,225
330,570
401,208
539,222
628,826
387,163
81,664
1,137,913
297,303
70,688
129,574
327,981
----------
|                                                                                                           | $ 4,809,337
===========                                                                                       

---

SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
OF PROPERTY OWNED BY PROJECT PARTNERSHIPS INVESTED IN
AS OF DECEMBER 31, 2004
GATEWAY TAX CREDIT FUND III LTD.
NOTES TO SCHEDULE III

|SERIES 7
Balance at beginning of period -
December 31, 2003
 Additions during period:
  Acquisitions through foreclosure
  Other acquisitions
  Improvements, etc.
  Other
 Deductions during period:
  Cost of real estate sold | $       0 
285,660 
0 
0 
---------
93,016 
--------- | $45,990,672 
285,660 
93,016 
-----------  
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------- | -------------------------------------------
|Balance at end of period -
December 31, 2004                                                                                                                                                                                     |                                                       | $46,183,316 
============                  
|Reconciliation of Accumulated 
Depreciation current year changes:
Balance at beginning of period -
December 31, 2003
  Current year expense
  Less Accumulated Depreciation of 
  real estate sold                               |                                                       | $16,066,571 
1,494,903 
(8,881)
-----------
|Balance at end of period -
December 31, 2004                                                                                                                                                                                     |                                                       | $17,552,593 
============                  

---

SCHEDULE III -REAL ESTATE AND ACCUMULATED DEPRECIATION
OF PROPERTY OWNED BY PROJECT PARTNERSHIPS INVESTED IN
AS OF DECEMBER 31, 2004
GATEWAY TAX CREDIT FUND III LTD.
NOTES TO SCHEDULE III

|Series 8
Balance at beginning of period -
December 31, 2003
 Additions during period:
  Acquisitions through foreclosure
  Other acquisitions
  Improvements, etc.
  Other
 Deductions during period:
  Cost of real estate sold
  Other | $      0 
68,909 
0 
0 
-------
0 
0 
------- | $47,651,519 
68,909 
0 
-----------           
|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | --------------------------------------------- | ----------------------------------------------
|Balance at end of period -
December 31, 2004                                                                                                                                                                                             |                                               | $47,720,428 
============                     
|Reconciliation of Accumulated 
Depreciation current year changes:
Balance at beginning of period -
December 31, 2003
  Current year expense
  Less Accumulated Depreciation of
  real estate sold
  Other                                |                                               | $16,318,595 
1,511,858 
(9,002)
0 
-----------
|Balance at end of period -
December 31, 2004                                                                                                                                                                                             |                                               | $17,821,451 
============                     

---

SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
OF PROPERTY OWNED BY PROJECT PARTNERSHIPS INVESTED IN
AS OF DECEMBER 31, 2004
GATEWAY TAX CREDIT FUND III LTD.
NOTES TO SCHEDULE III

|Series 9
Balance at beginning of period -
December 31, 2003
 Additions during period:
  Acquisitions through foreclosure
  Other acquisitions
  Improvements, etc.
  Other
 Deductions during period:
  Cost of real estate sold
  Other | $      0 
15,777 
0 
0 
--------
0 
0 
-------- | $26,021,086 
15,777 
0 
-----------       
|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------- | ------------------------------------------
|Balance at end of period -
December 31, 2003                                                                                                                                                                                             |                                                 | $26,036,863 
============                 
|Reconciliation of Accumulated
Depreciation current year changes:
Balance at beginning of period -
December 31, 2003
  Current year expense
  Less Accumulated Depreciation 
  of real estate sold
  Other                                |                                                 | 8,088,865 
786,034 
(2,604)
0 
-----------
|Balance at end of period -
December 31, 2004                                                                                                                                                                                             |                                                 | $ 8,872,295 
============                 

---

SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
OF PROPERTY OWNED BY PROJECT PARTNERSHIPS INVESTED IN
AS OF DECEMBER 31, 2004
GATEWAY TAX CREDIT FUND III LTD.
NOTES TO SCHEDULE III

|Series 10
Balance at beginning of period -
December 31, 2003
 Additions during period:
  Acquisitions through foreclosure
  Other acquisitions
  Improvements, etc.
  Other
 Deductions during period:
  Cost of real estate sold
  Other | $      0 
82,932 
0 
0 
--------
0 
0 
-------- | $17,673,479 
82,932 
0 
----------          
|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------- | --------------------------------------------
|Balance at end of period -
December 31, 2004                                                                                                                                                                                              |                                                 | $17,756,411 
============                   
|Reconciliation of Accumulated
Depreciation current year changes:
Balance at beginning of period -
December 31, 2003
  Current year expense
  Less Accumulated Depreciation
  of real estate sold
  Other                                  |                                                 | $ 4,636,704 
469,489 
(2,845)
0 
-----------
|Balance at end of period -
December 31, 2004                                                                                                                                                                                              |                                                 | $ 5,103,348 
============                   

---

SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION
OF PROPERTY OWNED BY PROJECT PARTNERSHIPS INVESTED IN
AS OF DECEMBER 31, 2004
GATEWAY TAX CREDIT FUND III LTD.
NOTES TO SCHEDULE III

|Series 11
Balance at beginning of period -
December 31, 2003
 Additions during period:
  Acquisitions through foreclosure
  Other acquisitions
  Improvements, etc.
  Other
 Deductions during period:
  Cost of real estate sold
  Other | $      0 
32,066 
0 
0 
--------
0 
0 
-------- | $15,571,642 
32,066 
0 
-----------         
|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------- | --------------------------------------------
|Balance at end of period -
December 31, 2003                                                                                                                                                                                              |                                                 | $15,603,708 
===========                    
|Reconciliation of Accumulated 
Depreciation current year changes:
Balance at beginning of period -
December 31, 2003
  Current year expense
  Less Accumulated Depreciation of 
  real estate sold
  Other                                |                                                 | $ 4,302,127 
510,584 
(3,374)
0 
-----------
|Balance at end of period -
December 31, 2004                                                                                                                                                                                              |                                                 | $ 4,809,337 
===========                    

---

GATEWAY TAX CREDIT FUND III LTD.
SCHEDULE IV - MORTGAGE LOANS ON REAL ESTATE
AS OF DECEMBER 31, 2004

|SERIES 7
PARTNERSHIP
-----------                                                                                                                                                                                                                                                                                                                                                                                          | # OF
UNITS
-----                                                                                                     | BALANCE
-------                                                                                                                                                                                                                                                                                                                                                       | INTEREST
RATE
--------                                                                                                                                                                                                                    | MONTHLY
DEBT
SERVICE
-------                                                                                                                                                                                                              | TERM
(YEARS)
------                                                                                                 
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------------------------------
|Nottingham
Cedar Hollow
Sunrise
Mountain City
Burbank
Washington
BrookStone
Tazewell
N. Irvine
Horton
Manchester
Waynesboro
Lakeland II
Mt. Vernon
Meadow Run
Spring Creek II
Warm Springs
Blue Ridge
Walnut
Pioneer
Dilley
Elsa
Clinch View
Jamestown
Leander
Louisa Sr.
Orchard Commons
Vardaman
Heritage Park
BrooksHollow
Cavalry Crossing
Carson City
Matteson
Pembroke
Robynwood
Atoka
Coalgate
Hill Creek
Cardinal | 18
24
44
40
24
24
40
44
24
24
42
24
30
24
48
24
22
41
24
48
28
40
42
40
36
36
12
24
32
40
40
24
24
16
24
24
24
24
32 | $   569,475
749,675
1,993,527
1,296,350
793,975
787,951
1,178,512
1,380,415
779,825
757,016
1,185,749
662,018
821,015
728,876
1,405,841
657,714
665,231
1,079,449
810,130
1,192,576
714,494
1,021,604
1,436,587
1,203,233
902,414
1,174,574
337,264
720,789
1,226,056
1,163,002
1,398,837
777,585
752,046
503,455
765,093
666,362
666,088
764,050
160,913
----------- | 7.75%
7.75%
7.25%
7.75%
8.25%
8.25%
6.50%
7.25%
7.75%
7.75%
6.50%
6.50%
7.25%
6.50%
6.50%
6.50%
7.25%
7.25%
7.75%
8.25%
8.25%
7.75%
8.75%
7.25%
7.75%
7.25%
7.75%
7.25%
7.75%
6.50%
7.75%
7.25%
7.25%
7.25%
7.25%
7.25%
7.25%
6.50%
6.50% | 4,041
5,115
12,842
8,853
5,725
5,674
6,970
8,916
5,311
5,160
6,991
3,899
5,290
4,294
8,284
3,835
4,276
2,372
5,528
8,516
5,143
6,976
11,046
7,770
6,755
7,622
2,676
4,634
8,360
6,854
9,545
5,005
4,845
3,296
5,078
4,392
4,384
4,491
948 | 50
50
50
50
50
50
50
50
50
50
50
50
50
50
50
50
50
50
50
50
50
50
50
50
50
50
50
50
50
50
50
50
50
50
50
50
50
50
50
|                                                                                                                                                                                                                                                                                                                                                                                                                          |                                                                                                                      | $35,849,766
===========                                                                                                                                                                                                                                                                                                                                               |                                                                                                                                                                                                                                           |                                                                                                                                                                                                                                           |                                                                                                                     

---

GATEWAY TAX CREDIT FUND III LTD.
SCHEDULE IV - MORTGAGE LOANS ON REAL ESTATE
AS OF DECEMBER 31, 2003

|SERIES 8
PARTNERSHIP
-----------                                                                                                                                                                                                                                                                                                                                                                                                                                                  | # OF
UNITS
-----                                                                                                                 | BALANCE
-------                                                                                                                                                                                                                                                                                                                                                                                   | INTEREST
RATE
--------                                                                                                                                                                                                                                             | MONTHLY
DEBT
SERVICE
-------                                                                                                                                                                                                                                       | TERM
(YEARS)
------                                                                                                             
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ | --------------------------------------------------------------------------------------------------------------------------------
|Purdy
Galena
Antlers 2
Holdenville
Wetumka
Mariners Cove
Mariners Cove Sr.
Antlers
Bentonville
Deerpoint
Aurora
Baxter
Arbor Gate
Timber Ridge
Concordia Sr.
Mountainburg
Lincoln
Fox Ridge
Meadow View
Sheridan
Morningside
Grand Isle
Meadowview
Taylor
Brookwood
Pleasant Valley
Reelfoot
River Rest
Kirskville
Cimmaron
Kenton
Lovingston
Pontotoc
So. Brenchley
Hustonville
Northpoint
Brooks Field
Brooks Lane
Brooks Point
Brooks Run
Logan Heights
Lakeshore 2
Cottondale | 16
24
24
24
24
32
24
36
24
24
28
16
24
24
24
24
25
24
16
16
32
16
29
44
44
33
20
34
24
24
46
64
36
30
16
24
32
36
41
24
24
36
25 | $   452,811
599,949
626,840
712,246
646,761
1,022,025
791,554
1,075,948
529,686
734,207
717,064
420,985
743,333
724,985
673,255
701,669
877,944
732,963
583,129
599,715
960,290
929,387
748,801
1,227,673
1,443,124
1,084,444
644,580
1,131,891
674,381
818,109
1,410,369
2,195,390
1,088,655
1,221,336
514,662
884,452
943,223
1,089,348
1,351,118
749,521
773,634
1,139,001
754,690
----------- | 7.75%
7.25%
7.25%
6.50%
6.50%
7.25%
7.25%
7.25%
7.75%
7.75%
7.25%
6.50%
6.50%
7.25%
6.50%
6.50%
8.25%
7.25%
7.25%
8.25%
7.25%
8.25%
7.25%
7.50%
6.50%
7.25%
7.25%
7.25%
7.25%
10.75%
7.25%
7.00%
7.25%
7.25%
6.50%
7.25%
7.25%
7.25%
7.25%
7.25%
7.25%
7.75%
7.75% | 5,242
6,410
4,174
4,267
3,911
6,572
5,105
6,938
4,835
5,250
7,652
4,086
4,380
4,679
3,963
4,162
6,330
4,732
3,757
3,527
6,177
6,703
5,243
7,223
8,499
6,978
4,234
7,256
4,320
4,905
9,045
12,917
6,927
7,728
3,062
5,700
6,046
6,954
8,613
4,786
4,960
7,716
5,115 | 50
50
50
50
50
50
50
50
45
50
50
50
50
50
50
50
50
50
50
50
50
50
39
50
50
50
50
50
50
50
50
50
50
50
50
50
50
50
50
50
50
50
50
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |                                                                                                                                  | $37,745,148
===========                                                                                                                                                                                                                                                                                                                                                                           |                                                                                                                                                                                                                                                                    |                                                                                                                                                                                                                                                                    |                                                                                                                                 

---

GATEWAY TAX CREDIT FUND III LTD.
SCHEDULE IV - MORTGAGE LOANS ON REAL ESTATE
AS OF DECEMBER 31, 2004

|SERIES 9
PARTNERSHIP
-----------                                                                                                                                                                                                         | # OF
UNITS
-----                                                        | BALANCE
-------                                                                                                                                                                                                          | INTEREST
RATE
--------                                                                                                                          | MONTHLY
DEBT
SERVICE
-------                                                                                                                    | TERM
(YEARS)
------                                                    
|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ | ----------------------------------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------------------------------------- | -----------------------------------------------------------------------
|Jay
Boxwood
Stilwell 3
Arbor Trace
Arbor Trace 2
Omega
Cornell 2
Elm Creek
Marionville
Lamar
Mt. Glen
Centreville
Skyview
Sycamore
Bradford
Cedar Lane
Stanton
Abernathy
Pembroke
Meadowview
Town Branch
Fox Run
Maple Street
Manchester | 24
24
16
24
42
36
24
24
20
24
24
24
36
40
24
24
24
24
24
24
24
24
32
18 | $   643,084
608,881
458,879
731,798
1,440,228
1,120,086
910,889
942,414
556,116
709,138
814,658
779,292
1,120,431
1,397,702
782,004
722,105
791,664
613,724
788,340
650,556
760,850
765,913
1,348,451
583,570
---------- | 7.25%
6.50%
7.25%
7.25%
7.25%
7.25%
7.25%
7.25%
6.50%
7.25%
6.50%
7.25%
7.25%
7.25%
7.03%
6.50%
7.25%
6.50%
7.25%
0.50%
7.25%
6.50%
7.25%
7.25% | 4,167
3,666
3,038
4,700
9,235
7,193
5,862
6,060
5,308
4,593
4,797
4,998
7,199
8,979
5,008
4,383
5,120
3,673
5,070
3,006
4,973
4,510
8,632
3,740 | 50
50
50
50
50
50
50
50
50
50
50
50
50
50
50
50
50
50
50
20
50
50
50
50
|                                                                                                                                                                                                                                         |                                                                         | $20,040,773
===========                                                                                                                                                                                                  |                                                                                                                                                 |                                                                                                                                                 |                                                                        

---

GATEWAY TAX CREDIT FUND III LTD.
SCHEDULE IV - MORTGAGE LOANS ON REAL ESTATE
AS OF DECEMBER 31, 2004

|SERIES 10
PARTNERSHIP
-----------                                                                                                                  | # OF
UNITS
-----                             | BALANCE
-------                                                                                                                                 | INTEREST
RATE
--------                                                                    | MONTHLY
DEBT
SERVICE
-------                                                              | TERM
(YEARS)
------                         
|-------------------------------------------------------------------------------------------------------------------------------------------------- | -------------------------------------------- | ----------------------------------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------- | --------------------------------------------
|Redstone
Albany
Oak Terrace
Wellshill
Applegate
Heatherwood
Peachtree
Donna
Wellsville
Tecumseh
Clay City
Irvine West
New Castle
Stigler
Courtyard | 24
24
18
32
36
36
28
50
24
24
24
24
24
20
21 | $   832,389
764,439
535,006
1,069,388
1,114,105
881,790
989,631
1,403,825
1,034,860
884,220
801,753
799,553
794,648
585,591
634,903
----------- | 6.50%
6.50%
6.50%
7.25%
0.50%
0.50%
7.25%
6.50%
6.50%
7.25%
7.25%
7.25%
7.25%
7.25%
6.50% | 4,905
4,570
3,150
6,843
4,937
4,301
6,379
8,252
6,316
5,481
5,158
5,137
5,131
3,764
3,729 | 50
50
50
50
20
20
50
50
50
50
50
50
50
50
50
|                                                                                                                                                   |                                              | $13,126,101
===========                                                                                                                         |                                                                                           |                                                                                           |                                             



|SERIES 11
PARTNERSHIP
-----------                                                                          | # OF
UNITS
-----                   | BALANCE
-------                                                                                                    | INTEREST
RATE
--------                                                   | MONTHLY
DEBT
SERVICE
-------                                             | TERM
(YEARS)
------                
|---------------------------------------------------------------------------------------------------------- | ---------------------------------- | ------------------------------------------------------------------------------------------------------------------ | ------------------------------------------------------------------------ | ------------------------------------------------------------------------ | -----------------------------------
|Homestead
Mountain Oak
Eloy
Gila Bend
Creekstone
Tifton
Cass Towne
Warsaw
Royston
Red Bud
Cardinal
Parsons | 32
24
24
36
40
36
10
56
25
8
32
38 | $ 1,294,735
671,963
640,340
962,225
743,895
829,694
59,417
2,623,838
734,665
236,121
104,980
1,080,620
----------- | 6.50%
8.00%
6.00%
8.00%
11.00%
0.00%
3.00%
6.50%
6.75%
7.25%
6.50%
8.00% | 7,411
2,745
3,460
6,428
5,235
2,077
1,417
15,387
4,414
1,458
1,348
6,243 | 50
50
50
50
30
42
10
50
50
50
50
50
|                                                                                                           |                                    | $ 9,982,493
===========                                                                                            |                                                                          |                                                                          |                                    

---



SIGNATURES

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

GATEWAY TAX CREDIT FUND III, LTD.
                 (A Florida Limited Partnership)
                          By: Raymond James Tax Credit Funds, Inc.

Date: July 13, 2005               By:/s/ Ronald M. Diner                                  Ronald M. Diner
                                  President
Date: July 13, 2005               By:/s/ Jonathan Oorlog
                                  Jonathan Oorlog
                                  Vice President and Chief Financial Officer
Date: July 13, 2005               By:/s/ Sandra C. Humphreys                                  Sandra C. Humphreys
                                  Secretary and Treasurer

---

CERTIFICATIONS*

I, Ron Diner, certify that:
1. I have reviewed this annual report on Form 10-K of Gateway Tax Credit Fund III, Ltd.;
2. Based on my knowledge, this annual report does not contain any untrue statement of a material fact or omit to state a material fact necessary 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 annual report;
3. Based on my knowledge, the financial statements, and other financial information include in this annual report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this annual report;
4. The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:
a) designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this annual report is being prepared;
b) evaluated the effectiveness of the registrant's disclosure controls and procedures as of a date within 90 days prior to the filing date of this annual report (the "Evaluation Date"); and
c) presented in this annual report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date;
5. The registrant's other certifying officers and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent function):
a) all significant deficiencies in the design or operation of internal controls which could adversely affect the registrant's ability to record, process, summarize and report financial data and have identified for the registrant's auditors any material weaknesses in internal controls; and
b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls; and
6. The registrant's other certifying officers and I have indicated in this annual report whether there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.
Date: July 13, 2005               By:/s/ Ronald M. Diner                                  Ronald M. Diner
                                  President

---

I, Jonathan Oorlog, certify that:
1. I have reviewed this annual report on Form 10-K of Gateway Tax Credit Fund III, Ltd.;
2. Based on my knowledge, this annual report does not contain any untrue statement of a material fact or omit to state a material fact necessary 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 annual report;
3. Based on my knowledge, the financial statements, and other financial information include in this annual report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this annual report;
4. The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:
a) designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this annual report is being prepared;
b) evaluated the effectiveness of the registrant's disclosure controls and procedures as of a date within 90 days prior to the filing date of this annual report (the "Evaluation Date"); and
c) presented in this annual report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date;
5. The registrant's other certifying officers and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent function):
a) all significant deficiencies in the design or operation of internal controls which could adversely affect the registrant's ability to record, process, summarize and report financial data and have identified for the registrant's auditors any material weaknesses in internal controls; and
b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls; and
6. The registrant's other certifying officers and I have indicated in this annual report whether there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.
Date: July 13, 2005               By:/s/ Jonathan Oorlog
                                  Jonathan Oorlog
                                  Vice President and Chief Financial Officer