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, 2004Commission 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, 2004Limited 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, 2004, 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, 2004, 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 recently acquired 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, 2004 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 1.4% of the Series' total balance sheet assets, Series 8 is 0.4%, Series 9 is 1.6%, Series 10 is 3.7% and Series 11 is 7.1%.  The following table provides certain summary information regarding the Project Partnerships in which Gateway had an interest as of December 31, 2003:

---

Item 2 - Properties (continued):
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 | 723,530
976,891
2,565,272
1,639,648
1,031,705
984,189
1,462,345
1,734,015
1,021,896
932,540
1,475,740
816,324
1,009,647
900,526
1,744,840
808,475
821,967
1,339,143
1,033,101
1,450,008
890,402
1,340,727
1,822,159
1,536,985
1,157,829
1,518,537
479,661
917,568
1,621,800
1,440,612
1,814,066
959,432
948,499
623,304
1,011,684
835,334
828,505
989,782
781,984 | 100%
100%
89%
98%
88%
71%
100%
100%
96%
88%
98%
100%
100%
79%
88%
96%
100%
100%
96%
100%
86%
100%
98%
93%
100%
100%
100%
96%
100%
100%
95%
100%
96%
100%
96%
100%
96%
100%
88%
|                                                                                                                                                                                                                                                                                                                                                                                                                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  | ----                                                                                                                 |                                                                                                                                                                                                          | -----------                                                                                                                                                                                                                                                                                                                                                       |                                                                                                                                                                               
|                                                                                                                                                                                                                                                                                                                                                                                                                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  | 1,195                                                                                                                |                                                                                                                                                                                                          | 45,990,672                                                                                                                                                                                                                                                                                                                                                        |                                                                                                                                                                               
|                                                                                                                                                                                                                                                                                                                                                                                                                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  | ====                                                                                                                 |                                                                                                                                                                                                          | ===========                                                                                                                                                                                                                                                                                                                                                       |                                                                                                                                                                               

An average effective rental per unit is $3,882 per year ($324 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 | 586,527
787,355
787,859
892,598
812,853
1,304,393
1,014,869
1,321,039
758,489
932,474
912,412
556,343
941,986
910,313
826,389
883,990
1,124,889
902,785
727,767
777,396
1,189,817
1,168,437
994,717
1,529,792
1,812,190
1,358,100
829,848
1,404,539
831,492
1,128,843
1,781,759
2,727,919
1,340,104
1,563,567
697,695
1,088,279
1,176,092
1,355,739
1,659,179
925,875
951,730
1,424,761
948,319 | 100%
96%
92%
100%
96%
100%
100%
89%
100%
100%
96%
100%
88%
88%
96%
100%
96%
67%
75%
94%
84%
56%
100%
100%
100%
97%
100%
100%
96%
100%
93%
100%
100%
93%
81%
96%
100%
100%
98%
100%
92%
97%
98%
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       | -----                                                                                                                            |                                                                                                                                                                                                                                    | ----------                                                                                                                                                                                                                                                                                                                                                                                      |                                                                                                                                                                                               
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       | 1,207                                                                                                                            |                                                                                                                                                                                                                                    | 47,651,519                                                                                                                                                                                                                                                                                                                                                                                      |                                                                                                                                                                                               
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       | =====                                                                                                                            |                                                                                                                                                                                                                                    | ==========                                                                                                                                                                                                                                                                                                                                                                                      |                                                                                                                                                                                               

An average effective rental per unit is $3,725 per year ($310 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
1,185,996
1,204,876
714,792
904,325
1,075,568
980,023
1,416,897
1,837,170
1,055,632
1,008,022
1,001,158
781,898
1,006,295
1,136,913
984,410
976,431
1,712,081
737,835 | 96%
100%
94%
96%
95%
83%
92%
63%
100%
96%
96%
100%
97%
100%
100%
100%
96%
96%
100%
83%
100%
100%
100%
94%
|                                                                                                                                                                                                                                         |                                                                                                                                                                                                                                                                                                                         | -----                                                                   |                                                                                                                                        | -----------                                                                                                                                                                                                               |                                                                                                          
|                                                                                                                                                                                                                                         |                                                                                                                                                                                                                                                                                                                         | 624                                                                     |                                                                                                                                        | 26,021,086                                                                                                                                                                                                                |                                                                                                          
|                                                                                                                                                                                                                                         |                                                                                                                                                                                                                                                                                                                         | =====                                                                   |                                                                                                                                        | ===========                                                                                                                                                                                                               |                                                                                                          

An average effective rental per unit is $3,669 per year ($306 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 | 1,145,151
1,042,529
664,508
1,350,944
1,847,692
1,618,875
1,092,796
1,778,667
1,356,642
1,094,967
1,037,068
1,090,841
1,023,606
754,056
775,137 | 83%
100%
100%
100%
100%
94%
96%
100%
96%
96%
92%
79%
100%
100%
86%
|                                                                                                                                                   |                                                                                                                                                                                                | ----                                         |                                                                             | ----------                                                                                                                                      |                                                                   
|                                                                                                                                                   |                                                                                                                                                                                                | 409                                          |                                                                             | 17,673,479                                                                                                                                      |                                                                   
|                                                                                                                                                   |                                                                                                                                                                                                | ====                                         |                                                                             | ==========                                                                                                                                      |                                                                   



An average effective rental per unit is $3,754 per year ($313 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
988,837
1,359,250
2,008,604
1,706,886
328,668
3,360,626
936,525
301,564
510,167
1,371,590 | 97%
75%
96%
81%
90%
100%
90%
100%
92%
100%
88%
92%
|                                                                                                           |                                                                                                                                                            | ----                               |                                                                       | -----------                                                                                                 |                                                   
|                                                                                                           |                                                                                                                                                            | 361                                |                                                                       | 15,571,642                                                                                                  |                                                   
|                                                                                                           |                                                                                                                                                            | ====                               |                                                                       | ===========                                                                                                 |                                                   

An average effective rental per unit is $4,057 per year ($338 per month).

---

Item 2 - Properties (continued):
A summary of the cost of the properties at December 31, 2003, 2002 and 2001 is as follows:

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
============

---

12/31/01

|                                                                                                                      | SERIES 7                                                                                                       | SERIES 8                                                                                                       | SERIES 9                                                                                                     
|--------------------------------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------
|Land
Land Improvements
Buildings
Furniture and Fixtures
Properties, at Cost
Less: Accum. Depreciation
Properties, Net | $ 1,633,733
171,081
42,034,681
1,695,712
-----------
45,535,207
13,115,126
-----------
$32,420,081
=========== | $ 1,978,810
438,402
43,352,026
1,687,504
-----------
47,456,742
13,207,423
-----------
$34,249,319
=========== | $ 1,099,659
191,950
23,610,863
1,022,817
-----------
25,925,289
6,489,753
-----------
$19,435,536
===========



|                                                                                                                      | SERIES 10                                                                                                  | SERIES 11                                                                                             | TOTAL                                                                                                                
|--------------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------
|Land
Land Improvements
Buildings
Furniture and Fixtures
Properties, at Cost
Less: Accum. Depreciation
Properties, Net | $   648,625
59,331
16,331,572
552,469
-----------
17,591,997
3,710,595
-----------
$13,881,402
=========== | $   599,197
0
14,308,048
486,430
-----------
15,393,675
3,255,491
-----------
$12,138,184
=========== | $  5,960,024
860,764
139,637,190
5,444,932
------------
151,902,910
39,778,388
------------
$112,124,522
============



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, 2004, 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, 2004Limited Partner Interest                              2,254
General Partner Interest                                  2
Item 6.  Selected Financial DataFOR THE YEARS ENDED MARCH 31,

|SERIES 7                                                                                     | 2004
----           | 2003
----            | 2002
----             | 2001
----             | 2000
----            
|-------------------------------------------------------------------------------------------- | ------------------- | -------------------- | --------------------- | --------------------- | ---------------------
|Total Revenues                                                                               | $  38,687           | $  51,700            | $  60,809             | $  59,053             | $   51,236           
|Net Loss                                                                                     | (261,362)           | (233,056)            | (390,210)             | (508,769)             | (555,736)            
|Equity in Losses of Project Partnerships                                                     | (130,277)           | (137,118)            | (317,296)             | (434,461)             | (471,721)            
|Total Assets                                                                                 | 1,737,330           | 1,979,828            | 2,171,233             | 2,509,975             | 2,972,199            
|Investments In Project Partnerships                                                          | 1,127,941           | 1,278,834            | 1,436,847             | 1,773,751             | 2,237,728            
|Per Weighted Average Limited Partnership Unit: (A)
Tax Credits
Portfolio Income
Passive Loss | 92.87
5.38
(121.02) | 163.08
6.94
(113.17) | 163.08
11.28
(129.83) | 161.40
13.30
(131.90) | 161.40
11.50
(117.20)
|Net Loss                                                                                     | (24.89)             | (22.20)              | (37.16)               | (48.45)               | (52.93)              

---

FOR THE YEARS ENDED MARCH 31,

|SERIES 8                                                                                     | 2004
----            | 2003
----            | 2002
----             | 2001
----             | 2000
----            
|-------------------------------------------------------------------------------------------- | -------------------- | -------------------- | --------------------- | --------------------- | ---------------------
|Total Revenues                                                                               | $   41,898           | $   45,825           | $   45,655            | $   55,568            | $   48,434           
|Net Loss                                                                                     | (176,442)            | (193,325)            | (365,765)             | (539,766)             | (1,247,292)          
|Equity in Losses of Project
Partnerships                                                     | (39,434)             | (82,830)             | (272,241)             | (457,729)             | (1,158,932)          
|Total Assets                                                                                 | 1,163,295            | 1,305,623            | 1,442,531             | 1,749,931             | 2,238,666            
|Investments In Project Partnerships                                                          | 512,795              | 560,231              | 654,569               | 940,463               | 1,423,188            
|Per Weighted Average Limited Partnership Unit: (A)
Tax Credits
Portfolio Income
Passive Loss | 140.61
5.04
(127.45) | 162.03
7.29
(125.60) | 162.38
11.09
(142.75) | 160.80
12.30
(141.80) | 160.80
10.70
(133.70)
|Net Loss                                                                                     | (17.50)              | (19.18)              | (36.28)               | (53.54)               | (123.73)             

---

FOR THE YEARS ENDED MARCH 31,

|SERIES 9                                                                                     | 2004
----            | 2003
----            | 2002
----            | 2001
----             | 2000
----            
|-------------------------------------------------------------------------------------------- | -------------------- | -------------------- | -------------------- | --------------------- | ---------------------
|Total Revenues                                                                               | $   17,853           | $   20,528           | $   25,461           | $   28,868            | $   25,243           
|Net Loss                                                                                     | (311,941)            | (346,402)            | (407,619)            | (457,177)             | (547,924)            
|Equity in Losses of Project Partnerships                                                     | (230,291)            | (279,770)            | (355,237)            | (409,450)             | (496,765)            
|Total Assets                                                                                 | 1,395,878            | 1,676,155            | 1,982,691            | 2,326,088             | 2,774,157            
|Investments In Project Partnerships                                                          | 967,040              | 1,211,933            | 1,506,444            | 1,849,358             | 2,303,872            
|Per Weighted Average Limited Partnership Unit: (A)
Tax Credits
Portfolio Income
Passive Loss | 153.39
4.44
(112.92) | 154.93
6.10
(127.50) | 154.93
9.42
(136.20) | 153.40
11.40
(130.00) | 153.40
10.40
(124.90)
|Net Loss                                                                                     | (49.38)              | (54.84)              | (64.53)              | (72.37)               | (86.74)              

---

FOR THE YEARS ENDED MARCH 31,

|SERIES 10                                                                                    | 2004
----           | 2003
----           | 2002
----            | 2001
----             | 2000
----            
|-------------------------------------------------------------------------------------------- | ------------------- | ------------------- | -------------------- | --------------------- | ---------------------
|Total Revenues                                                                               | $   15,184          | $   16,204          | $   19,793           | $   26,582            | $   24,705           
|Net Loss                                                                                     | (228,743)           | (246,694)           | (227,243)            | (321,107)             | (328,409)            
|Equity in Losses of Project Partnerships                                                     | (175,628)           | (201,773)           | (191,862)            | (292,747)             | (299,182)            
|Total Assets                                                                                 | 2,223,393           | 2,442,508           | 2,674,512            | 2,889,469             | 3,202,510            
|Investments In Project Partnerships                                                          | 1,815,475           | 2,014,742           | 2,232,728            | 2,451,287             | 2,764,397            
|Per Weighted Average Limited Partnership Unit: (A)
Tax Credits
Portfolio Income
Passive Loss | 151.14
6.94
(89.01) | 151.14
8.34
(93.89) | 151.14
10.98
(96.98) | 149.60
12.50
(105.00) | 149.60
11.30
(103.70)
|Net Loss                                                                                     | (44.91)             | (48.43)             | (44.61)              | (63.04)               | (64.47)              

---

FOR THE YEARS ENDED MARCH 31,

|SERIES 11                                                                                    | 2004
----           | 2003
----           | 2002
----            | 2001
----            | 2000
----           
|-------------------------------------------------------------------------------------------- | ------------------- | ------------------- | -------------------- | -------------------- | --------------------
|Total Revenues                                                                               | $   18,051          | $   18,223          | $   22,823           | $   29,446           | $   27,431          
|Net Loss                                                                                     | (143,577)           | (207,311)           | (209,234)            | (202,390)            | (164,613)           
|Equity in Losses of Project Partnerships                                                     | (101,608)           | (169,857)           | (180,099)            | (181,405)            | (143,181)           
|Total Assets                                                                                 | 3,228,629           | 3,377,050           | 3,590,467            | 3,797,213            | 3,998,687           
|Investments In Project Partnerships                                                          | 2,799,412           | 2,914,130           | 3,111,560            | 3,328,681            | 3,534,837           
|Per Weighted Average Limited Partnership Unit: (A)
Tax Credits
Portfolio Income
Passive Loss | 147.19
4.71
(75.39) | 147.20
6.21
(61.45) | 147.20
10.16
(56.98) | 145.70
11.70
(61.40) | 145.70
10.20
(51.10)
|Net Loss                                                                                     | (27.72)             | (40.03)             | (40.40)              | (39.08)              | (31.79)             

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, 2004, March 31, 2003 and March 31, 2002.  General and Administrative expenses - General Partner and General and Administrative expenses - Other for the year ended March 31, 2004 have increased as compared to March 31, 2003 and March 31, 2002 due to a change in the method of allocation.
   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, 2004, 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, 2003.
   The Equity in Losses of Project Partnerships decreased from $137,118 for the year ended March 31, 2003 to $130,277 for the year ended March 31, 2004 as a result of not including losses that would reduce the investment in certain Project Partnerships below zero.  Equity in losses of Project Partnerships for the year ended March 31, 2003 of $137,118 were comparable to the Equity in Losses of Project Partnerships for the year ended March 31, 2004. 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 $1,457,962, $1,467,030 and $1,489,791 for the periods ended December 31, 2001, 2002 and 2003, 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, 2004, the Series had $343,873 of short-term investments (Cash and Cash Equivalents).  It also had $265,516 in Zero Coupon Treasuries with annual maturities providing $72,000 in fiscal year 2004 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 $261,362 for the year ending March 31, 2004.  However, after adjusting for Equity in Losses of Project Partnerships of $130,277 and the changes in operating assets and liabilities, net cash used in operating activities was $105,480 of which $38,500 was the Asset Management Fee actually paid.  Cash provided by investing activities totaled $59,345 consisting of $28,698 in cash distributions from the Project Partnerships and $30,647 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, 2004, 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, 2003.
   Equity in Losses of Project Partnerships decreased from $272,241 for the year ended March 31, 2002 to $82,830 for the year ended March 31, 2003 to $39,434 for the year ended March 31, 2004.  The decreases resulted from not including suspended losses, which increased from $832,101 for the year ended March 31, 2002 to $865,760 for the year ended March 31, 2003 to $937,351 for the year ended March 31, 2004, as these losses would reduce the investment in Project Partnerships below zero.  (These Project Partnerships reported depreciation and amortization of $1,522,646, $1,516,946 and $1,525,330 for the periods ended December 31, 2001, 2002 and 2003, respectively.) Overall management believes the Project Partnerships are operating as expected and are generating tax credits which meet projections.
   At March 31, 2004, the Series had $373,899 of short-term investments (Cash and Cash Equivalents).  It also had $252,381 in Zero Coupon Treasuries with annual maturities providing $67,000 in fiscal year 2004 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 $176,442 for the year ending March 31, 2004.  However, after adjusting for Equity in Losses of Project Partnerships of $39,434 and the changes in operating assets and liabilities, net cash used in operating activities was $131,944 of which $24,500 was the Asset Management Fee actually paid.  Cash provided by investing activities totaled $55,637 consisting of $25,030 received in cash distributions from the Project Partnerships and $30,607 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, 2004, 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, 2003.
   The Equity in Losses of Project Partnerships decreased from $355,237 for the year ended March 31, 2002 to $279,770 for the year ended March 31, 2003 to $230,291 for the year ended March 31, 2004.  The decreases resulted from not including suspended losses, which increased from $300,173 for the year ended March 31, 2002 to $346,247 for the year ended March 31, 2003, as these losses would reduce the investment in Project Partnerships below zero.  However, in 2004 the Project Partnerships reported higher income, which caused the decline in the Equity in Losses of Project Partnerships.  (These Project Partnerships reported depreciation and amortization of $820,700, $807,268 and $792,503 for the years ended December 31, 2001, 2002 and 2003, respectively.)  Overall management believes the Project Partnerships are operating as expected and are generating tax credits which meet projections.
   At March 31, 2004, the Series had $248,902 of short-term investments (Cash and Cash Equivalents).  It also had $179,336 in Zero Coupon Treasuries with annual maturities providing $39,000 in fiscal year 2004 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 $311,941 for the period ending March 31, 2004.  After adjusting for Equity in Losses of Project Partnerships of $230,291 and the changes in operating assets and liabilities, net cash used in operating activities was $47,539.  Cash provided by investing activities totaled $35,956 consisting of $15,767 received in cash distributions from the Project Partnerships and $20,189 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, 2004, 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, 2003.
   The Equity in Losses of Project Partnerships decreased from $201,713 for the year ended March 31, 2003 to $175,628 for the year ended March 31, 2004 as a result of not including losses of $38,046, as these losses would reduce the investment in certain Project Partnerships below zero.  Equity in Losses of Project Partnerships of $201,773 for the year ended March 31, 2003 were comparable to Equity in Losses for the year ended March 31, 2002.  (These Project Partnerships reported depreciation and amortization of $478,396, $465,739 and $465,268 for the years ended December 31, 2001, 2002, and 2003 respectively.)  Overall management believes the Project Partnerships are operating as expected and are generating tax credits, which meet projections.
   At March 31, 2004, the Series had $247,847 of short-term investments (Cash and Cash Equivalents).  It also had $160,071 in Zero Coupon Treasuries with annual maturities providing $28,000 in fiscal year 2004 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 $228,743 for the year ending March 31, 2004.  After adjusting for Equity in Losses of Project Partnerships of $175,628 and the changes in operating assets and liabilities, net cash used in operating activities was $39,561 of which $12,500 was the Asset Management Fee actually paid.  Cash provided by investing activities totaled $35,467 consisting of $20,993 received in cash distributions from the Project Partnerships and $14,474 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, 2004 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 92% at December 31, 2003.
   Equity in losses of Project Partnerships were comparable for the years ended March 31, 2002, 2003 and 2004.  (These Project Partnerships reported depreciation and amortization of $524,869, $530,098 and $530,705 for the periods ended December 31, 2001, 2002 and 2003.)  Overall management believes the Project Partnerships are operating as expected and are generating tax credits which meet projections.
   At March 31, 2004, the Series had $247,638 of short-term investments (Cash and Cash Equivalents).  It also had $181,579 in Zero Coupon Treasuries with annual maturities providing $34,000 in fiscal year 2004 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 $143,577 for the year ending March 31, 2004.  After adjusting for Equity in Losses of Project Partnerships of $101,608 and the changes in operating assets and liabilities, net cash used in operating activities was $41,035 of which $23,500 was the Asset Management Fee actually paid.  Cash provided by investing activities totaled $24,475 consisting of $15,911 from matured Zero Coupon Treasures and $8,564 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.
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, 2004 and 2003 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 cumulative equity in losses included on the balance sheets as of March 31, 2004 and 2003 and net losses included on the statements of operations for each of the three years in the period ended March 31, 2004 are:

|          | Cumulative Equity
In Losses March 31,
--------- | Partnership Loss
Year Ended March 31,
---------------------
|--------- | ----------------------------------------------- | -----------------------------------------------------------
|          | 2004
----                                       | 2003
----                                                  
|Series 7  | $4,415,298                                      | $4,335,041                                                 
|Series 8  | 4,420,631                                       | 4,392,445                                                  
|Series 9  | 1,384,909                                       | 1,227,251                                                  
|Series 10 | 711,850                                         | 595,038                                                    
|Series 11 | 1,281,056                                       | 1,219,058                                                  

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.  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, 2004 and 2003, 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 22, 2004

---

GATEWAY TAX CREDIT FUND III LTD.(A Florida Limited Partnership)BALANCE SHEETSMARCH 31, 2004 AND 2003

|SERIES 7                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   | 2004
----                                                                                                                                                                                                                                        | 2003
----                                                                                                                                                                                                                                       
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|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, 2004 and 2003)
General Partners
  Total Partners' Equity
    Total Liabilities and Partners' Equity | $  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 
=========== | $  390,008 
64,155 
-----------
454,163 
246,831 
1,278,834 
-----------
$1,979,828 
===========
$   69,660 
-----------
69,660 
-----------
437,160 
-----------
1,549,556 
(76,548)
-----------
1,473,008 
-----------
$1,979,828 
===========

See accompanying notes to financial statements.

---

GATEWAY TAX CREDIT FUND III LTD.(A Florida Limited Partnership)BALANCE SHEETSMARCH 31, 2004 AND 2003

|SERIES 8                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        | 2004
----                                                                                                                                                                                                                  | 2003
----                                                                                                                                                                                                            
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|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, 2004 and 2003)
General Partners
  Total Partners' Equity
    Total Liabilities and Partners' Equity | $ 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
=========== | $ 450,206
59,583
0
---------
509,789
235,603
560,231
--------
$1,305,623
==========
$  61,828
----------
61,828
----------
513,976
----------
810,146
(80,327)
-----------
729,819
-----------
$1,305,623
===========

See accompanying notes to financial statements.

---

GATEWAY TAX CREDIT FUND III LTD.(A Florida Limited Partnership)BALANCE SHEETSMARCH 31, 2004 AND 2003

|SERIES 9                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         | 2004
----                                                                                                                                                                                                                                           | 2003
----                                                                                                                                                                                                                                          
|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|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, 2004 and 2003)
General Partners
  Total Partners' Equity
    Total Liabilities and Partners' Equity | $  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 
=========== | $  260,485 
35,177 
0 
-----------
295,662 
168,560 
1,211,933 
-----------
$1,676,155 
===========
$   35,252 
-----------
35,252 
-----------
318,435 
-----------
1,364,080 
(41,612)
-----------
1,322,468 
-----------
$1,676,155 
===========

See accompanying notes to financial statements.

---

GATEWAY TAX CREDIT FUND III LTD.(A Florida Limited Partnership)BALANCE SHEETSMARCH 31, 2004 AND 2003

|SERIES 10                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    | 2004
----                                                                                                                                                                                                                                       | 2003
----                                                                                                                                                                                                                                      
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|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, 2004 and 2003)
General Partners
  Total Partners' Equity
    Total Liabilities and Partners' Equity | $  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 
=========== | $  251,941 
26,620 
-----------
278,561 
149,205 
2,014,742 
-----------
$2,442,508 
===========
$   35,197 
-----------
35,197 
-----------
86,436 
-----------
2,341,846 
(20,971)
-----------
2,320,875 
-----------
$2,442,508 
===========

See accompanying notes to financial statements.

---

GATEWAY TAX CREDIT FUND III LTD.(A Florida Limited Partnership)BALANCE SHEETSMARCH 31, 2004 AND 2003

|SERIES 11                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 | 2004
----                                                                                                                                                                                                                                    | 2003
----                                                                                                                                                                                                                                      
|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|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, 2004 and 2003
General Partners
  Total Partners' Equity
    Total Liabilities and Partners' Equity | $  247,638 
31,987 
-----------
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 
=========== | $  264,198 
30,129 
-----------
294,327 
168,593 
2,914,130 
-----------
$3,377,050 
===========
$   33,669 
-----------
33,669 
-----------
11,661 
-----------
3,344,393 
(12,673)
-----------
3,331,720 
-----------
$3,377,050 
===========

See accompanying notes to financial statements.

---

GATEWAY TAX CREDIT FUND III LTD.(A Florida Limited Partnership)BALANCE SHEETSMARCH 31, 2004 AND 2003

|TOTAL SERIES 7 -11                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              | 2004
----                                                                                                                                                                                                                                                               | 2003
----                                                                                                                                                                                                                                                         
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|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, 2004 and 2003)
General Partners
  Total Partners' Equity
    Total Liabilities and Partners' Equity | $ 1,462,159 
227,712 
24,820 
------------
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 
============ | $ 1,616,838 
215,664 
0 
------------
1,832,502 
968,792 
7,979,870 
------------
$10,781,164 
============
$   235,606 
-----------
235,606 
-----------
1,367,668 
-----------
9,410,021 
(232,131)
-----------
9,177,890 
-----------
$10,781,164 
============

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                                                                                                                                                                                                                                                                                                                                                                                                                                                          | 2004
----                                                                                                                                                                                                                                                                | 2003
----                                                                                                                                                                                                                                                               | 2002
----                                                                                                                                                                                                                                                                    
|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Revenues:
 Interest Income
 Other 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
Equity in Losses of Project  Partnerships
Net Loss
Allocation of Net Loss:
 Assignees
 General Partners
Net Loss Per Beneficial Assignee Certificate
Number of Beneficial Assignee Certificates Outstanding | $  23,962 
14,725 
----------
38,687 
----------
86,749 
56,842 
19,538 
6,643 
----------
169,772 
----------
(131,085)
(130,277)
----------
$ (261,362)
===========
$ (258,748)
(2,614)
----------
$ (261,362)
===========
$   (24.89)
===========
10,395 
=========== | $  28,612 
23,088 
----------
51,700 
----------
87,082 
32,765 
21,107 
6,684 
----------
147,638 
----------
(95,938)
(137,118)
----------
$ (233,056)
===========
$ (230,725)
(2,331)
----------
$ (233,056)
===========
$   (22.20)
===========
10,395 
=========== | $  36,075 
24,734 
-----------
60,809 
-----------
87,394 
20,917 
18,727 
6,685 
-----------
133,723 
-----------
(72,914)
(317,296)
-----------
$ (390,210)
===========
$ (386,308)
(3,902)
-----------
$ (390,210)
===========
$  (37.16) 
===========
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                                                                                                                                                                                                                                                                                                                                                                                                                                                          | 2004
----                                                                                                                                                                                                                                                      | 2003
----                                                                                                                                                                                                                                                      | 2002
----                                                                                                                                                                                                                                                     
|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Revenues:
 Interest Income
 Other 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
Equity in Losses of Project  Partnerships
Net Loss
Allocation of Net Loss:
 Assignees
 General Partners
Net Loss Per Beneficial
Assignee Certificate
Number of Beneficial Assignee
Certificates Outstanding | $  21,800 
20,098 
----------
41,898 
----------
90,313 
62,671 
22,850 
3,072 
----------
178,906 
----------
(137,009)
(39,434)
----------
$(176,442)
==========
$(174,678)
(1,764)
----------
$(176,442)
==========
$  (17.50)
==========
9,980 
========== | $  26,630 
19,195 
----------
45,825 
----------
90,730 
36,127 
24,723 
4,740 
----------
156,320 
----------
(110,495)
(82,830)
----------
$(193,325)
==========
$(191,392)
(1,933)
----------
$(193,325)
==========
$  (19.18)
==========
9,980 
========== | $  35,358 
10,297 
----------
45,655 
----------
91,032 
23,062 
20,346 
4,739 
----------
139,179 
----------
(93,524)
(272,241)
----------
$(365,765)
==========
$(362,107)
(3,658)
----------
$(365,765)
==========
$  (36.28)
==========
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                                                                                                                                                                                                                                                                                                                                                                                                                                                           | 2004
----                                                                                                                                                                                                                                                    | 2003
----                                                                                                                                                                                                                                                    | 2002
----                                                                                                                                                                                                                                                   
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Revenues:
 Interest Income
 Other 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
Equity in Losses of Project 
 Partnerships
Net Loss
Allocation of Net Loss:
 Assignees
 General Partners
Net Loss Per Beneficial
Assignee Certificate
Number of Beneficial Assignee
Certificates Outstanding | $  13,607 
4,246 
----------
17,853 
----------
49,711 
34,979 
11,731 
3,082 
----------
99,503 
----------
(81,650)
(230,291)
----------
$(311,941)
==========
$(308,822)
(3,119)
----------
$(311,941)
==========
$  (49.38)
==========
6,254 
========== | $  16,095 
4,433 
----------
20,528 
----------
49,865 
20,164 
13,875 
3,256 
----------
87,160 
----------
(66,632)
(279,770)
----------
$(346,402)
==========
$(342,938)
(3,464)
----------
$(346,402)
==========
$  (54.84)
==========
6,254 
========== | $  20,661 
4,800 
----------
25,461 
----------
50,027 
12,872 
11,690 
3,254 
----------
77,843 
----------
(52,382)
(355,237)
----------
$(407,619)
==========
$(403,543)
(4,076)
----------
$(407,619)
==========
$  (64.53)
==========
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                                                                                                                                                                                                                                                                                                                                                                                                                                                         | 2004
----                                                                                                                                                                                                                                                   | 2003
----                                                                                                                                                                                                                                                 | 2002
----                                                                                                                                                                                                                                             
|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Revenues:
 Interest Income
 Other 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
Equity in Losses of Project
 Partnerships
Net Loss
Allocation of Net Loss:
 Assignees
 General Partners
Net Loss Per Beneficial Assignee Certificate
Number of Beneficial Assignee Certificates Outstanding | $  13,252 
1,932 
----------
15,184 
----------
33,890 
21,863 
7,968 
4,578 
----------
68,299 
----------
(53,115)
(175,628)
----------
$(228,743)
==========
$(226,456)
(2,287)
----------
$(228,743)
==========
$  (44.91)
==========
5,043 
========== | $  15,454 
750 
----------
16,204 
----------
34,013 
12,601 
9,699 
4,812 
----------
61,125 
----------
(44,921)
(201,773)
----------
$(246,694)
==========
$(244,227)
(2,467)
----------
$(246,694)
==========
$  (48.43)
==========
5,043 
========== | $  19,793 
0 
----------
19,793 
----------
34,115 
8,045 
8,203 
4,811 
----------
55,174 
----------
(35,381)
(191,862)
----------
$(227,243)
==========
$(224,971)
(2,272)
----------
$(227,243)
==========
$  (44.61)
==========
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                                                                                                                                                                                                                                                                                                                                                                                                                                                         | 2004
----                                                                                                                                                                                                                                                   | 2003
----                                                                                                                                                                                                                                               | 2002
----                                                                                                                                                                                                                                             
|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Revenues:
 Interest Income
 Other 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
Equity in Losses of Project
 Partnerships
Net Loss
Allocation of Net Loss:
 Assignees
 General Partners
Net Loss Per Beneficial
Assignee Certificate
Number of Beneficial Assignee
Certificates Outstanding | $  15,869 
2,182 
----------
18,051 
----------
28,254 
17,491 
7,549 
6,726 
----------
60,020 
----------
(41,969)
(101,608)
----------
$(143,577)
==========
$(142,141)
(1,436)
----------
$(143,577)
==========
$  (27.72)
==========
5,127 
========== | $  18,223 
0 
----------
18,223 
----------
28,518 
10,081 
8,782 
8,296 
----------
55,677 
----------
(37,454)
(169,857)
----------
$(207,311)
==========
$(205,238)
(2,073)
----------
$(207,311)
==========
$  (40.03)
==========
5,127 
========== | $  22,823 
0 
----------
22,823 
----------
28,770 
6,436 
8,458 
8,294 
----------
51,958 
----------
(29,135)
(180,099)
----------
$(209,234)
==========
$(207,142)
(2,092)
----------
$(209,234)
==========
$  (40.40)
==========
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                                                                                                                                                                                                                                                                                                                                           | 2004
----                                                                                                                                                                                                                                       | 2003
----                                                                                                                                                                                                                                       | 2002
----                                                                                                                                                                                                                                       
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Revenues:
 Interest Income
 Other 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
Equity in Losses of Project
 Partnerships
Net Loss
Allocation of Net Loss:
 Assignees
 General Partners | $    88,490 
43,183 
-----------
131,673 
-----------
288,917 
193,846 
69,636 
24,101 
-----------
576,500 
-----------
(444,827)
(677,238)
-----------
$(1,122,065)
============
$(1,110,845)
(11,220)
------------
$(1,122,065)
============ | $   105,014 
47,466 
-----------
152,480 
-----------
290,208 
111,738 
78,186 
27,788 
-----------
507,920 
-----------
(355,440)
(871,348)
-----------
$(1,226,788)
============
$(1,214,520)
(12,268)
------------
$(1,226,788)
============ | $   134,710 
39,831 
-----------
174,541 
-----------
291,338 
71,332 
67,424 
27,783 
-----------
457,877 
-----------
(283,336)
(1,316,735)
-----------
$(1,600,071)
============
$(1,584,071)
(16,000)
------------
$(1,600,071)
============

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, 2004, 2003 AND 2002:

|SERIES 7                                                                                                                           | Limited
Partners
---------                                                                                                  | General
Partners
--------                                                                                         | Total
-----                                                                                                                
|---------------------------------------------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------
|Balance at March 31, 2001
Net Loss
Balance at March 31, 2002
Net Loss
Balance at March 31, 2003
Net Loss
Balance at March 31, 2004 | $2,166,589 
(386,308)
-----------
1,780,281 
(230,725)
-----------
1,549,556 
(258,748)
-----------
$1,290,808 
=========== | $  (70,315)
(3,902)
-----------
(74,217)
(2,331)
-----------
(76,548)
(2,614)
-----------
$  (79,162)
=========== | $2,096,274 
(390,210)
-----------
1,706,064 
(233,056)
-----------
1,473,008 
(261,362)
-----------
$1,211,646 
===========

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, 2004, 2003 AND 2002:

|SERIES 8                                                                                                                           | Limited
Partners
---------                                                                                                | General
Partners
--------                                                                                   | Total
-----                                                                                                            
|---------------------------------------------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------- | -----------------------------------------------------------------------------------------------------------------------
|Balance at March 31, 2001
Net Loss
Balance at March 31, 2002
Net Loss
Balance at March 31, 2003
Net Loss
Balance at March 31, 2004 | $1,363,645 
(362,107)
-----------
1,001,538 
(191,392)
-----------
810,146 
(174,678)
-----------
$  635,468 
=========== | $ (74,736)
(3,658)
----------
(78,394)
(1,933)
----------
(80,327)
(1,764)
----------
$ (82,091)
========== | $1,288,909 
(365,765)
-----------
923,144 
(193,325)
-----------
729,819 
(176,442)
-----------
$  553,377 
===========

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, 2004, 2003 AND 2002:

|SERIES 9                                                                                                                           | Limited
Partners
---------                                                                                                  | General
Partners
--------                                                                                   | Total
-----                                                                                                                
|---------------------------------------------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------
|Balance at March 31, 2001
Net Loss
Balance at March 31, 2002
Net Loss
Balance at March 31, 2003
Net Loss
Balance at March 31, 2004 | $2,110,561 
(403,543)
-----------
1,707,018 
(342,938)
-----------
1,364,080 
(308,822)
-----------
$1,055,258 
=========== | $ (34,072)
(4,076)
----------
(38,148)
(3,464)
----------
(41,612)
(3,119)
----------
$ (44,731)
========== | $2,076,489 
(407,619)
-----------
1,668,870 
(346,402)
-----------
1,322,468 
(311,941)
-----------
$1,010,527 
===========

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, 2004, 2003 AND 2002:

|SERIES 10                                                                                                                          | Limited
Partners
---------                                                                                                  | General
Partners
--------                                                                                   | Total
-----                                                                                                                
|---------------------------------------------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------
|Balance at March 31, 2001
Net Loss
Balance at March 31, 2002
Net Loss
Balance at March 31, 2003
Net Loss
Balance at March 31, 2004 | $2,811,044 
(224,971)
-----------
2,586,073 
(244,227)
-----------
2,341,846 
(226,456)
-----------
$2,115,390 
=========== | $ (16,232)
(2,272)
----------
(18,504)
(2,467)
----------
(20,971)
(2,287)
----------
$ (23,258)
========== | $2,794,812 
(227,243)
-----------
2,567,569 
(246,694)
-----------
2,320,875 
(228,743)
-----------
$2,092,132 
===========

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, 2004, 2003 AND 2002:

|SERIES 11                                                                                                                          | Limited
Partners
---------                                                                                                  | General
Partners
--------                                                                                   | Total
-----                                                                                                                
|---------------------------------------------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------
|Balance at March 31, 2001
Net Loss
Balance at March 31, 2002
Net Loss
Balance at March 31, 2003
Net Loss
Balance at March 31, 2004 | $3,756,773 
(207,142)
-----------
3,549,631 
(205,238)
-----------
3,344,393 
(142,141)
-----------
$3,202,252 
=========== | $  (8,508)
(2,092)
----------
(10,600)
(2,073)
----------
(12,673)
(1,436)
----------
$ (14,109)
========== | $3,748,265 
(209,234)
-----------
3,539,031 
(207,311)
-----------
3,331,720 
(143,577)
-----------
$3,188,143 
===========

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, 2004, 2003 AND 2002:

|TOTAL SERIES 7 - 11                                                                                                                | Limited
Partners
---------                                                                                                               | General
Partners
--------                                                                                        | Total
-----                                                                                                                         
|---------------------------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------------
|Balance at March 31, 2001
Net Loss
Balance at March 31, 2002
Net Loss
Balance at March 31, 2003
Net Loss
Balance at March 31, 2004 | $12,208,612 
(1,584,071)
------------
10,624,541 
(1,214,520)
------------
9,410,021 
(1,110,845)
------------
$ 8,299,176 
============ | $(203,863)
(16,000)
----------
(219,863)
(12,268)
----------
(232,131)
(11,220)
----------
$(243,351)
========== | $12,004,749 
(1,600,071)
-----------
10,404,678 
(1,226,788)
-----------
9,177,890 
(1,122,065)
-----------
$ 8,055,825 
===========

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, 2004, 2003 AND 2002:

|SERIES 7
--------                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               | 2004
----                                                                                                                                                                                     | 2003
----                                                                                                                                                                                  | 2002
----                                                                                                                                                                                  
|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|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 | $(261,362)
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 
========== | $(390,210)
6,685 
(27,373)
317,296 
27,811 
(24,734)
51,468 
----------
(39,057)
----------
37,656 
32,189 
----------
69,845 
----------
30,788 
353,838 
----------
$ 384,626 
==========

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, 2004, 2003 AND 2002:

|SERIES 8
--------                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      | 2004
----                                                                                                                                                                                             | 2003
----                                                                                                                                                                                     | 2002
----                                                                                                                                                                                    
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|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 | $(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 
========== | $(365,765)
4,739 
(24,482)
272,241 
23,584 
(10,297)
0 
58,366 
----------
(41,614)
----------
19,211 
31,416 
----------
50,627 
----------
9,013 
447,343 
----------
$ 456,356 
==========

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, 2004, 2003 AND 2002:

|SERIES 9
--------                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      | 2004
----                                                                                                                                                                                         | 2003
----                                                                                                                                                                                    | 2002
----                                                                                                                                                                                    
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|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 | $(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 
========== | $(407,619)
3,254 
(14,874)
355,237 
12,651 
(4,800)
0 
38,984 
----------
(17,167)
----------
14,461 
21,349 
----------
35,810 
----------
18,643 
232,688 
----------
$ 251,331 
==========

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, 2004, 2003 AND 2002:

|SERIES 10
--------                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 | 2004
----                                                                                                                                                                                 | 2003
----                                                                                                                                                                              | 2002
----                                                                                                                                                                            
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|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 | $(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 
========== | $(227,243)
4,811 
(13,976)
191,862 
10,314 
0 
12,287 
----------
(21,945)
----------
21,886 
15,686 
----------
37,572 
----------
15,627 
236,522 
----------
$ 252,149 
==========

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, 2004, 2003 AND 2002:

|SERIES 11
--------                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            | 2004
----                                                                                                                                                                               | 2003
----                                                                                                                                                                          | 2002
----                                                                                                                                                                        
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|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
Increase (Decrease) in Cash and Cash Equivalents
Cash and Cash Equivalents at Beginning of Year
Cash and Cash Equivalents at End of Year | $(143,577)
6,726 
(14,856)
101,608 
16,091 
(2,182)
(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 
(6,106)
----------
(37,274)
----------
19,277 
16,136 
---------
35,413 
---------
(1,861)
266,059 
---------
$ 264,198 
========== | $(209,234)
8,294 
(16,655)
180,099 
11,670 
0 
2,488 
----------
(23,338)
----------
28,728 
16,330 
---------
45,058 
---------
21,720 
244,339 
---------
$ 266,059 
==========

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, 2004, 2003 AND 2002:

|TOTAL SERIES 7 - 11
--------                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             | 2004
----                                                                                                                                                                                                              | 2003
----                                                                                                                                                                                                       | 2002
----                                                                                                                                                                                                        
|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|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 | $(1,122,065)
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 
=========== | $(1,600,071)
27,783 
(97,360)
1,316,735 
86,030 
(39,831)
0 
163,593 
-----------
(143,121)
-----------
121,942 
116,970 
-----------
238,912 
-----------
95,791 
1,514,730 
-----------
$1,610,521 
===========

See accompanying notes to financial statements.

---

GATEWAY TAX CREDIT FUND III LTD.(A Florida Limited Partnership)NOTES TO FINANCIAL STATEMENTS
MARCH 31, 2004, 2003 AND 2002

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, 2004, 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.  The Managing General Partner manages and controls the business of Gateway.
   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 2002 and 2003 figures have been reclassified, where appropriate, to conform with the financial statement presentation used in 2004.

Recent Accounting Pronouncements   In August 2001, the Financial Accounting Standards Board issued SFAS No. 144,"Accounting for the Impairment or Disposal of Long-Lived  Assets".  SFAS No. 144 provides accounting guidance for financial accounting and reporting for the impairment or disposal of long-lived  assets.  SFAS No. 144 supersedes SFAS No.121,  "Accounting  for the  Impairment of Long-Lived  Assets and for Long-Lived Assets to be Disposed Of". SFAS No. 144 is effective for fiscal years beginning after December 15, 2001. The Partnership adopted SFAS No. 144 effective January 1, 2002.  The adoption did not have an effect on the financial position or results of operations of the Partnership.
   In January 2003, the FASB issued FASB Interpretation No. 46 ("FIN46"), "Consolidation of Variable Interest Entities,  an Interpretation of ARB No. 51." FIN46 requires certain variable interest entities to be consolidated by the primary beneficiary of the entity if the equity investors in the entity do not have the characteristics of a controlling financial interest or do not have sufficient equity at risk for the entity to finance its activities without additional subordinated financial support from other parties. FIN46 is effective for all new variable interest entities created or acquired after January 31, 2003. For variable interest entities created or acquired prior to February 1, 2003, the provisions of FIN46 must be applied for the first interim or annual period beginning after December 15, 2004. The Partnership does not feel that there will be any effects on its results of operations as a result of the adoption of FIN46. Prior to the effective date of FIN 46, Gateway is required to disclose its maximum exposure to economic and financial statement losses as a result of its involvement with variable interest entities. Gateway's exposure to these losses is limited to its investment in the Project Partnerships which is $7,222,663 at March 31, 2004.

---

NOTE 3 - INVESTMENT IN SECURITIES:   The March 31, 2004 Balance Sheet includes Investment in Securities consisting of U.S. Treasury Security Strips which represents their cost, plus accreted interest income of $151,475 for Series 7, $134,743 for Series 8, $85,172 for Series 9, $81,092 for Series 10 and $94,434 for Series 11.

|                                                                                                                 | Estimated Market
Value     
--------------- | Cost Plus Accreted
Interest    
---------------- | Gross Unrealized 
Gains and (Losses)
----------------
|---------------------------------------------------------------------------------------------------------------- | ------------------------------------------- | ------------------------------------------------ | -----------------------------------------------------
|Series 7                                                                                                         | $ 300,723                                   | $ 265,516                                        | $ 35,207                                             
|Series 8                                                                                                         | 283,503                                     | 252,381                                          | 31,122                                               
|Series 9                                                                                                         | 200,808                                     | 179,336                                          | 21,472                                               
|Series 10                                                                                                        | 184,383                                     | 160,071                                          | 24,312                                               
|Series 11                                                                                                        | 213,839                                     | 181,579                                          | 32,260                                               
|As of March 31, 2004, the cost and accreted interest of debt securities by contractual maturities is as follows: | Series 7
--------                           | Series 8
--------                                | Series 9
--------                                    
|Due within 1 year                                                                                                | $  67,834                                   | $  63,292                                        | $  37,028                                            
|After 1 year through 5 years                                                                                     | 197,682                                     | 189,089                                          | 72,578                                               
|After 5 years through 10 years                                                                                   | 0                                           | 0                                                | 69,730                                               
|                                                                                                                 | ---------                                   | ---------                                        | ---------                                            
|Total Amount Carried on Balance Sheet                                                                            | $ 265,516 
=========                        | $ 252,381 
=========                             | $ 179,336 
=========                                 
|                                                                                                                 | Series 10
--------                          | Series 11
--------                               | Total
--------                                       
|Due within 1 year                                                                                                | $  27,571                                   | $  31,987                                        | $  227,712                                           
|After 1 year through 5 years                                                                                     | 53,968                                      | 62,216                                           | 575,533                                              
|After 5 years through 10 years                                                                                   | 78,532                                      | 87,376                                           | 235,638                                              
|                                                                                                                 | ---------                                   | ---------                                        | ---------                                            
|Total Amount Carried on Balance Sheet                                                                            | $ 160,071 
=========                        | $ 181,579 
=========                             | $1,038,883 
==========                               

---

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.
   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.
   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, 2004, 2003, and 2002 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.

|          | 2004
----            | 2003
----            | 2002
----           
|--------- | -------------------- | -------------------- | --------------------
|Series 7  | $ 86,749             | $ 87,082             | $ 87,394            
|Series 8  | 90,313               | 90,730               | 91,032              
|Series 9  | 49,711               | 49,865               | 50,027              
|Series 10 | 33,890               | 34,013               | 34,115              
|Series 11 | 28,254 
---------    | 28,518 
---------    | 28,770 
---------   
|Total     | $ 288,917 
========= | $ 290,208 
========= | $ 291,338 
=========

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.

|          | 2004
----           | 2003
----           | 2002
----          
|--------- | ------------------- | ------------------- | -------------------
|Series 7  | $ 56,842            | $ 32,765            | $ 20,917           
|Series 8  | 62,671              | 36,127              | 23,062             
|Series 9  | 34,979              | 20,164              | 12,872             
|Series 10 | 21,863              | 12,601              | 8,045              
|Series 11 | 17,491 
---------   | 10,081 
---------   | 6,436 
---------   
|Total     | $193,846 
========= | $111,738 
========= | $ 71,332 
=========

---

NOTE 5 - INVESTMENTS IN PROJECT PARTNERSHIPS:SERIES 7
   As of March 31, 2004, 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, 2004
--------------                                                                                    | MARCH 31, 2003
--------------                                                                                   
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ | ---------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------
|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 
(6,992,520)
(218,417)
-----------
521,152 
793,335 
(186,546)
-----------
$ 1,127,941 
============ | $ 7,732,089 
(6,862,243)
(204,444)
-----------
665,402 
793,335 
(179,903)
-----------
$ 1,278,834 
============

(1) In accordance with the Partnership's accounting policy to not carry Investments in Project Partnerships below zero, cumulative suspended losses of $3,469,144 for the year ended March 31, 2004 and cumulative suspended losses of $2,658,435 for the year ended March 31, 2003 are not included.

---

NOTE 5 - INVESTMENTS IN PROJECT PARTNERSHIPS (continued):SERIES 8
   As of March 31, 2004, 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, 2004
--------------                                                                                  | MARCH 31, 2003
--------------                                                                                  
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ | -------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------
|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 
(7,343,360)
(163,828)
-----------
78,917 
549,773 
(115,895)
-----------
$   512,795 
=========== | $ 7,586,105 
(7,303,925)
(158,899)
-----------
123,281 
549,773 
(112,823)
-----------
$   560,231 
===========

(1) In accordance with the Partnership's accounting policy to not carry Investments in Project Partnerships below zero, cumulative suspended losses of $4,002,763 for the year ended March 31, 2004 and cumulative suspended losses of $3,065,413 for the year ended March 31, 2003 are not included.

---

NOTE 5 - INVESTMENTS IN PROJECT PARTNERSHIPS (continued):SERIES 9
   As of March 31, 2004, 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, 2004
--------------                                                                                  | MARCH 31, 2003
--------------                                                                                   
|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------
|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 
(4,000,688)
(133,676)
-----------
779,752 
244,087 
(56,799)
-----------
$   967,040 
=========== | $ 4,914,116 
(3,770,400)
(122,154)
-----------
1,021,562 
244,087 
(53,716)
-----------
$ 1,211,933 
===========

(1) In accordance with the Partnership's accounting policy to not carry Investments in Project Partnerships below zero, cumulative suspended losses of $1,226,519 for the year ended March 31, 2004 and cumulative suspended losses of $925,614 for the year ended March 31, 2003 are not included.

---

NOTE 5 - INVESTMENTS IN PROJECT PARTNERSHIPS (continued):SERIES 10
   As of March 31, 2004, 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, 2004
--------------                                                                                    | MARCH 31, 2003
--------------                                                                                   
|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------
|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 
(2,073,769)
(167,705)
-----------
1,673,198 
196,738 
(54,461)
-----------
$ 1,815,475 
=========== | $ 3,914,672 
(1,898,143)
(148,645)
-----------
1,867,884 
196,738 
(49,880)
-----------
$ 2,014,742 
===========

(1) In accordance with the Partnership's accounting policy to not carry Investments in Project Partnerships below zero, cumulative suspended losses of $132,431 for the year ended March 31, 2004 and cumulative suspended losses of $94,384 for the year ended March 31, 2003 are not included.

---

NOTE 5 - INVESTMENTS IN PROJECT PARTNERSHIPS (continued):SERIES 11
   As of March 31, 2004, 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, 2004
--------------                                                                                    | MARCH 31, 2003
--------------                                                                                   
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------
|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 
(1,394,995)
(149,310)
-----------
2,583,737 
290,335 
(74,660)
-----------
$ 2,799,412 
=========== | $ 4,128,042 
(1,293,389)
(142,928)
-----------
2,691,725 
290,335 
(67,930)
-----------
$ 2,914,130 
===========

(1) In accordance with the Partnership's accounting policy to not carry Investments in Project Partnerships below zero, cumulative suspended losses of $208,165 for the year ended March 31, 2004 are not included and cumulative suspended losses of $40,610 for the year ended March 31, 2003 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, 2004
--------------                                                                                        | MARCH 31, 2003
--------------                                                                                       
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------------------------------
|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 
(21,805,332)
(832,936)
-----------
5,636,756 
2,074,268 
(488,361)
-----------
$ 7,222,663 
=========== | $28,275,024 
(21,128,100)
(777,070)
-----------
6,369,854 
2,074,268 
(464,252)
-----------
$ 7,979,870 
===========

---

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                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           | 2003
----                                                                                                                                                                                                                                                                                                                                                                                                                          
|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 | $ 3,594,482 
29,924,101 
12,192 
-----------
$33,530,775 
===========
$   861,548 
36,002,235 
-----------
36,863,783 
-----------
(3,077,941)
(255,067)
-----------
(3,333,008)
-----------
$33,530,775 
===========
$ 6,333,913 
-----------
3,366,664 
2,427,949 
1,489,791 
-----------
7,284,404 
-----------
$  (950,491)
============
$    (9,505)
============
$  (940,986)
810,709 
------------
$  (130,277)
============

(1)  As of December 31, 2003, the largest Project Partnership constituted 5.1% and 5.7%, and as of December 31, 2002 the largest Project Partnership constituted 5.2% and 5.4% 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 8                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           | 2003
----                                                                                                                                                                                                                                                                                                                                                                                                                          
|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 | $ 3,443,344 
31,332,924 
46,863 
-----------
$34,823,131 
===========
$ 1,283,369 
37,949,865 
-----------
39,233,234 
-----------
(3,762,267)
(647,836)
-----------
(4,410,103)
-----------
$34,823,131 
===========
$ 6,105,139 
-----------
3,219,867 
2,349,394 
1,525,330 
-----------
7,094,591 
-----------
$  (989,452)
============
$   (12,667)
============
$  (976,785)
937,351 
------------
$   (39,434)
============

(1)  As of December 31, 2003, the largest Project Partnership constituted 5.3% and 4.1%, and as of December 31, 2002 the largest Project Partnership constituted 5.5% and 4.3% 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 $607,463, total liabilities of $828,776, Gateway equity of ($105,271), other partners equity of ($116,042), total revenue of $66,180, and net loss of $38,658.  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                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           | 2003
----                                                                                                                                                                                                                                                                                                                                                                                                                     
|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 | $ 1,778,979 
17,932,221 
5,319 
-----------
$19,716,519 
===========
$   332,832 
20,142,793 
-----------
20,475,625 
-----------
(485,230)
(273,876)
-----------
(759,106)
-----------
$19,716,519 
===========
$ 3,252,688 
-----------
1,669,611 
1,327,135 
792,503 
------------
3,789,249 
------------
$  (536,561)
============
$    (5,365)
============
$  (531,196)
300,905 
------------
$  (230,291)
============

(1)  As of December 31, 2003, the largest Project Partnership constituted 7.7 % and 6.4%, and as of December 31, 2002 the largest Project Partnership constituted 7.7% and 6.6% 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                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          | 2003
----                                                                                                                                                                                                                                                                                                                                                                                                             
|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 | $ 1,652,231 
13,036,775 
2,479 
-----------
$14,691,485 
===========
$   327,272 
13,161,837 
-----------
13,489,109 
-----------
1,538,058 
(335,682)
-----------
1,202,376 
-----------
$14,691,485 
===========
$ 1,995,639 
-----------
1,089,746 
657,632 
465,268 
-----------
2,212,646 
-----------
$ (217,007)
===========
$   (3,333)
===========
$ (213,674)
38,046 
------------
$  (175,628)
============

(1)  As of December 31, 2003, the largest Project Partnership constituted 11.3% and 12.2%, and as of December 31, 2002 the largest Project Partnership constituted 11.1% and 9.4% 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 11                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  | 2003
----                                                                                                                                                                                                                                                                                                                                                                                                            
|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 | $ 1,193,232 
11,269,515 
67,895 
-----------
$12,530,642 
===========
$   272,578 
10,099,725 
-----------
10,372,303 
-----------
2,384,986 
(226,647)
-----------
2,158,339 
-----------
$12,530,642 
===========
$ 1,732,562 
-----------
1,041,768 
443,999 
530,705 
-----------
2,016,472 
-----------
$ (283,910)
===========
$  (14,747)
===========
$ (269,163)
167,555 
-----------
$ (101,608)
===========

(1)  As of December 31, 2003, the largest Project Partnership constituted 20.2% and 20.7%, and as of December 31, 2002 the largest Project Partnership constituted 21.0% and 21.5% 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                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        | 2003
----                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|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 | $ 11,662,268 
103,495,536 
134,748 
------------
$115,292,552 
============
$  3,077,599 
117,356,455 
------------
120,434,054 
------------
(3,402,394)
(1,739,108)
------------
(5,141,502)
------------
$115,292,552 
============
$ 19,419,941 
------------
10,387,656 
7,206,109 
4,803,597 
------------
22,397,362 
------------
$(2,977,421)
============
$   (45,617)
============
$(2,931,804)
2,254,566 
------------
$  (677,238)
============

---

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 | $(3,077,941)
(3,762,267)
(485,230)
1,538,058 
2,384,986 | $  521,152 
78,917 
779,752 
1,673,198 
2,583,737

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                                                                                                                     | 2004
----                         | 2003
----                         | 2002
----                        
|---------------------------------------------------------------------------------------------------------------------------- | --------------------------------- | --------------------------------- | ---------------------------------
|Net Loss per Financial Statements                                                                                            | $(261,362)                        | $(233,056)                        | $(390,210)                       
|Equity in Losses of Project Partnerships for tax purposes less than (in excess of) losses for financial statement purposes   | (1,006,515)                       | (927,361)                         | (882,199)                        
|Adjustments to convert March 31, fiscal year end to December 31, taxable year end                                            | 22,774                            | 21,890                            | (20,798)                         
|Items Expensed for Financial Statement purposes not expensed for Tax purposes:
  Asset Management Fee
  Amortization Expense | 24,255 
6,655 
-----------        | 43,642 
(9,419)
-----------       | 40,604 
20,227 
-----------      
|Partnership loss for tax purposes as of December 31                                                                          | $(1,214,193)
============         | $(1,104,304)
============         | $(1,232,376)
============        
|                                                                                                                             | December 31,
2003   
------------ | December 31,
2002   
------------ | December 31,
2001   
------------
|Federal Low Income Housing Tax Credits  (Unaudited)                                                                          | $   975,096 
===========          | $ 1,695,195 
===========          | $ 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, 2004 are as follows:

Financial         	Tax
                             	Reporting         	Reporting
                             	Purposes	#9;           	Purposes        		DifferencesInvestments in Local
Limited Partnerships          $1,127,941         $(4,077,777)        $ 5,205,718
Other Assets                  $  609,389         $ 1,822,839         $(1,213,450)
Liabilities                   $  525,684         $    26,135         $   499,549

---

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                                                                                                                     | 2004
----                         | 2003
----                         | 2002
----                        
|---------------------------------------------------------------------------------------------------------------------------- | --------------------------------- | --------------------------------- | ---------------------------------
|Net Loss per Financial Statements                                                                                            | $  (176,442)                      | $  (193,325)                      | $  (365,765)                     
|Equity in Losses of Project Partnerships for tax purposes less than (in excess of) losses for financial statement purposes   | (1,119,372)                       | (1,046,407)                       | (1,002,523)                      
|Adjustments to convert March 31, fiscal year end to December 31, taxable year end                                            | 16,451                            | (2,521)                           | 1,017                            
|Items Expensed for Financial Statement purposes not expensed for Tax purposes:
  Asset Management Fee
  Amortization Expense | 43,926 
3,489 
-----------        | 58,766 
2,753 
-----------        | 46,564 
6,135 
-----------       
|Partnership loss for tax purposes as of December 31                                                                          | $(1,231,948)
============         | $(1,180,734)
============         | $(1,314,572)
============        
|                                                                                                                             | December 31,
2003   
------------ | December 31,
2002   
------------ | December 31,
2001   
------------
|Federal Low Income Housing Tax Credits  (Unaudited)                                                                          | $ 1,417,434 
===========          | $ 1,617,063 
===========          | $ 1,620,507 
===========         

The differences in the assets and liabilities of the Series for financial reporting purposes and tax reporting purposes for the year ended March 31, 2004 are as follows:

Financial          Tax
                               Reporting          Reporting
                               Purposes          Purposes      Differences
Investments in Local
Limited Partnerships           $  512,795         $(4,558,365)     $ 5,071,160
Other Assets                   $  650,500         $ 1,860,032      $(1,209,532)
Liabilities                    $  609,918         $    24,161      $   585,757

---

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                                                                                                                     | 2004
----                         | 2003
----                         | 2002
----                        
|---------------------------------------------------------------------------------------------------------------------------- | --------------------------------- | --------------------------------- | ---------------------------------
|Net Loss per Financial Statements                                                                                            | $  (311,941)                      | $  (346,402)                      | $  (407,619)                     
|Equity in Losses of Project Partnerships for tax purposes less than (in excess of) losses for financial statement purposes   | (423,589)                         | (460,255)                         | (420,765)                        
|Adjustments to convert March 31, fiscal year end to December 31, taxable year end                                            | 6,255                             | 4,083                             | (502)                            
|Items Expensed for Financial Statement purposes not expensed for Tax purposes:
  Asset Management Fee
  Amortization Expense | 40,841 
3,127 
-----------        | 41,045 
2,281 
-----------        | 32,339 
3,677 
-----------       
|Partnership loss for tax purposes as of December 31                                                                          | $  (685,307)
============         | $  (759,248)
============         | $  (792,870)
============        
|                                                                                                                             | December 31,
2003   
------------ | December 31,
2002   
------------ | December 31,
2001   
------------
|Federal Low Income Housing Tax Credits  (Unaudited)                                                                          | $   968,960 
============         | $   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, 2004 are as follows:

Financial         Tax
                               Reporting         Reporting
                               Purposes         Purposes        DifferencesInvestments in Local
Limited Partnerships          $   967,040        $(1,361,303)       $ 2,328,343
Other Assets                  $   428,838        $ 1,187,951       $  (759,113)
Liabilities                   $   385,351        $    10,223       $   375,128

---

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                                                                                                                    | 2004
----                         | 2003
----                         | 2002
----                        
|---------------------------------------------------------------------------------------------------------------------------- | --------------------------------- | --------------------------------- | ---------------------------------
|Net Loss per Financial Statements                                                                                            | $  (228,743)                      | $  (246,694)                      | $  (227,243)                     
|Equity in Losses of Project Partnerships for tax purposes less than (in excess of) losses for financial statement purposes   | (208,567)                         | (206,405)                         | (221,853)                        
|Adjustments to convert March 31, fiscal year end to December 31, taxable year end                                            | 1,856                             | 2,066                             | 1,745                            
|Items Expensed for Financial Statement purposes not expensed for Tax purposes:
  Asset Management Fee
  Amortization Expense | 12,745 
4,639 
-----------        | 15,375 
4,204 
-----------        | 7,995 
5,625 
-----------        
|Partnership loss for tax purposes as of December 31                                                                          | $  (418,070)
============         | $  (431,454)
============         | $  (433,731)
============        
|                                                                                                                             | December 31,
2003   
------------ | December 31,
2002   
------------ | December 31,
2001   
------------
|Federal Low Income Housing Tax Credits  (Unaudited)                                                                          | $   762,218 
============         | $   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, 2004 are as follows:

Financial          Tax
                               Reporting          Reporting
                               Purposes           Purposes        DifferencesInvestments in Local
Limited Partnerships           $ 1,815,475        $   217,621      $ 1,597,854
Other Assets                   $   407,918        $ 1,015,909      $  (607,991)
Liabilities                    $   131,261        $     9,654      $   121,607

---

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                                                                                                                    | 2004
----                         | 2003
----                         | 2002
----                        
|---------------------------------------------------------------------------------------------------------------------------- | --------------------------------- | --------------------------------- | ---------------------------------
|Net Loss per Financial Statements                                                                                            | $  (143,577)                      | $  (207,311)                      | $  (209,234)                     
|Equity in Losses of Project Partnerships for tax purposes less than (in excess of) losses for financial statement purposes   | (225,717)                         | (80,878)                          | (40,367)                         
|Adjustments to convert March 31, fiscal year end to December 31, taxable year end                                            | 1,662                             | 1,090                             | 2,828                            
|Items Expensed for Financial Statement purposes not expensed for Tax purposes:
  Asset Management Fee
  Amortization Expense | (5,493)
7,123 
-----------        | (4,403)
8,295 
-----------        | (1,563)
8,297 
-----------       
|Partnership loss for tax purposes as of December 31                                                                          | $  (366,002)
============         | $  (283,207)
============         | $  (240,039)
============        
|                                                                                                                             | December 31,
2003   
------------ | December 31,
2002   
------------ | December 31,
2001   
------------
|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, 2004 are as follows:

Financial         Tax
                                Reporting         Reporting
                                Purposes         Purposes         DifferencesInvestments in Local
Limited Partnerships            $ 2,799,412       $ 2,161,751       $   637,661
Other Assets                    $   429,217       $   894,142       $  (464,925)
Liabilities                     $    40,486       $    11,638       $    28,848

---

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                                                                                                          | 2004
----                    | 2003
----                   | 2002
----                   
|---------------------------------------------------------------------------------------------------------------------------- | ---------------------------- | --------------------------- | ----------------------------
|Net Loss per Financial Statements                                                                                            | $(1,122,065)                 | $(1,226,788)                | $(1,600,071)                
|Equity in Losses of Project Partnerships for tax purposes less than (in excess of) losses for financial statement purposes   | (2,983,760)                  | (2,721,306)                 | (2,567,707)                 
|Adjustments to convert March 31, fiscal year end to December 31, taxable year end                                            | 48,998                       | 26,608                      | (15,710)                    
|Items Expensed for Financial Statement purposes not expensed for Tax purposes:
  Asset Management Fee
  Amortization Expense | 116,274 
25,032 
----------- | 154,425 
8,114 
----------- | 125,939 
43,961 
-----------
|Partnership loss for tax purposes as of December 31                                                                          | $(3,915,520)
============    | $(3,758,947)
============   | $(4,013,588)
============   

The difference in the total value of the Partnership's Investment in Project Partnerships is approximately $5,709,961 higher for Series 7, $5,409,672 higher for Series 8, $2,430,880 higher for Series 9, $1,630,545 higher for Series 10 and $779,514 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, 2004 are as follows:

Financial         Tax
                               Reporting         Reporting
                               Purposes         Purposes        DifferencesInvestments in Local
Limited Partnerships           $ 7,222,663       $(7,618,073)       $14,840,736
Other Assets                   $ 2,525,862       $ 6,780,873        $(4,255,011)
Liabilities                    $ 1,692,700       $    81,811        $ 1,610,889

---

NOTE 8 - SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED):
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)

Series 11Year 2004                Quarter 1	     Quarter 2	     Quarter 3     Quarter 4
                         6/30/2003     9/30/2003     12/31/2003     3/31/2004Total Revenues           $   4,058      $   6,187     $   5,044     $   2,762
Net Income (Loss)        $ (34,309)     $ (54,117)    $ (15,758)    $ (39,393)
Earnings (Loss) Per
Weighted Average
Beneficial Assignee
Certificates Outstanding $   (6.62)     $  (10.45)    $   (3.04)    $   (7.61)

Series 7 - 11Year 2004	                Quarter 1     Quarter 2      Quarter 3    Quarter 4
                         6/30/2003     9/30/2003     12/31/2003     3/31/2004Total Revenues           $  25,438     $  27,645     $  43,844     $  34,746
Net Income (Loss)        $(316,724)    $(248,226)    $(288,601)    $(268,514)

---

NOTE 8 - SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED) (Continued):
Series 7Year 2003                Quarter 1     Quarter 2     Quarter 3     Quarter 4
                         6/30/2002     9/30/2002     12/31/2002     3/31/2003Total Revenues           $   7,451     $   7,434    $   7,310     $  29,505
Net Income (Loss)        $ (58,085)    $ (76,505)   $ (71,129)    $ (27,337)
Earnings (Loss) Per
Weighted Average
Beneficial Assignee
Certificates Outstanding $   (5.53)    $   (7.29)   $   (6.77)    $   (2.61)

Series 8Year 2003               Quarter 1	     Quarter 2     Quarter 3      Quarter 4
                         6/30/2002     9/30/2002     12/31/2002     3/31/2003Total Revenues           $   6,966     $   6,956     $   6,778     $  25,125
Net Income (Loss)        $ (54,806)    $ (70,978)    $ (73,705)    $  (6,164)
Earnings (Loss) Per
Weighted Average
Beneficial Assignee
Certificates Outstanding $   (5.44)    $   (7.04)    $   (7.27)    $    0.57

Series 9Year 2003               Quarter 1	     Quarter 2     Quarter 3      Quarter 4
                         6/30/2002     9/30/2002     12/31/2002      3/31/2003
Total Revenues           $   4,177     $   4,177     $   4,093     $   8,081
Net Income (Loss)        $ (81,161)    $ (99,946)    $ (97,205)    $ (68,090)
Earnings (Loss) Per
Weighted Average
Beneficial Assignee
Certificates Outstanding $  (12.85)    $  (15.82)    $  (15.39)    $  (10.78)

---

NOTE 8 - SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED)(Continued):
Series 10Year 2003               Quarter 1      Quarter 2     Quarter 3      Quarter 4
                        6/30/2002      9/30/2002     12/31/2002      3/31/2003
Total Revenues           $   4,027     $   4,065     $   3,982     $   4,130
Net Income (Loss)        $ (47,869)    $ (50,792)    $ (67,969)    $ (80,064)
Earnings (Loss) Per
Weighted Average
Beneficial Assignee
Certificates Outstanding $   (9.40)    $   (9.97)    $  (13.34)    $  (15.72)

Series 11Year 2003	               Quarter 1      Quarter 2     Quarter 3       Quarter 4
                        6/30/2002      9/30/2002     12/31/2002       3/31/2003Total Revenues           $   4,714      $   4,721     $   4,625    $   4,163
Net Income (Loss)        $ (51,328)     $ (39,712)    $ (87,398)    $ (28,873)
Earnings (Loss) Per
Weighted Average
Beneficial Assignee
Certificates Outstanding $   (9.91)     $   (7.67)    $  (16.88)    $   (5.57)

Series 7 - 11Year 2003              Quarter 1      Quarter 2     Quarter 3       Quarter 4
                        6/30/2002      9/30/2002     12/31/2002       3/31/2003
Total Revenues           $  27,335     $  27,353     $  26,788     $  71,004
Net Income (Loss)        $(293,249)    $(337,933)    $(397,406)    $(198,200)

---

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, 2003 and 2002 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, 2003 and 2002 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 15, 2004 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 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.

/s/ Hill, Barth & King LLC
Certified Public Accountants
January 15, 2004

---

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, 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. 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, 2003 and 2002, 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 5, 2004	9;

---

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.
(An Arizona Limited Partnership)
We have audited the accompanying balance sheets of Gila Bend Housing, Ltd. (An Arizona Limited Partnership) as of December 31, 2003 and 2002, and the related statements of income (loss), 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 Rural Development regulations as set forth in the Rural Housing Service Audit Guide dated February, 1999 - 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, 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 reports dated January 23, 2004, on our consideration of Gila Bend Housing, 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 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 supplemental 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 23, 2004

---

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, 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, 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, 2003 and 2002, 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 16, 2004, on our consideration of MANCHESTER ELDERLY HOUSING, L.L.P.'s internal control and our report dated February 16, 2004, 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 16, 2004

---

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, 2003 and 2002, 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, 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 reports dated January 22, 2004, 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 22, 2004

---

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, 2003 and 2002, 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, 2003 and 2002, 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 22, 2004 on our consideration of Mt. Vernon Rental Housing, L.P.'s internal control structure and a report dated January 22, 2004 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 22, 2004

---

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, 2003 and 2002, 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 22, 2004, on our consideration of Lakeland II, L.P.'s internal control structure and a report dated January 22, 2004 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 22, 2004

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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 
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, 2003 and 2002, 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, 2003 and 2002, 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 22, 2004 on our consideration of Blue Ridge Elderly Housing, L.P.'s internal control structure and a report dated January 22, 2004 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 22, 2004

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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 
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, 2003 and 2002, 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, 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 reports dated January 22, 2004 on our consideration of Cottondale Rental Housing, L.P.'s internal control structure and a report dated January 22, 2004 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 22, 2004

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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, 2003 and 2002, 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, 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 22, 2004 on our consideration of Arbor Trace Apartments Phase II, L.P.'s internal control structure and a report dated January 22, 2004 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 22, 2004

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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, 2003 and 2002, 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 aduits 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, 2003 and 2002, 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 16, 2004, on our consideration of OMEGA RENTAL HOUSING, L.P.'s internal control and a report dated January 16, 2004, 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 16, 2004

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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, 2003 and 2002, 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, 2003 and 2002, 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 16, 2004

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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, 2003 and 2002, 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, 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 6, 2004, 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 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/ Baird, Kurtz & Dobson, LLP
Certified Public Accountants
February 6, 2004

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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, 2003 and 2002, 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, 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 6, 2004, 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 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/ Baird, Kurtz & Dobson, LLP
Certified Public Accountants
February 6, 2004

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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, 2003 and 2002, 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, 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 18, 2004, 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
February 18, 2004	9;

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Miller & Rose, P.A.
1309 E. Race Avenue
Searcy, AR 72143
PHONE: 501-268-8356
FAX: 501-268-9362

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

Partners 
Pioneer Apartments, An Arkansas Limited Partnership
D/B/A Pioneer Apartments
351 E. 4th Street
Mountain Home, AR 72653

We have audited the accompanying financial statements of Pioneer Apartments, An Arkansas Limited Partnership D/B/A Pioneer Apartments as of December 31, 2003 and 2002, and for the years then ended, as listed in the table of contents.  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 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 statements 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 Pioneer Apartments, An Arkansas Limited Partnership D/B/A Pioneer Apartments 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 February 4, 2004 on our consideration of Pioneer Apartments, An Arkansas Limited Partnership D/B/A Pioneer Apartments' 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.

/s/ Miller & Rose, P.A.
Certified Public Accountants
February 4, 2004

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Miller & Rose, P.A.
1309 E. Race Avenue
Searcy, AR 72143
PHONE: 501-268-8356
FAX: 501-268-9362

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

Partners 
Cardinal Apartments, An Arkansas Limited Partnership
D/B/A Cardinal Apartments
351 E. 4th Street
Mountain Home, AR 72653

We have audited the accompanying financial statements of Cardinal Apartments, An Arkansas Limited Partnership D/B/A Cardinal Apartments as of December 31, 2003 and 2002, and for the years then ended, as listed in the table of contents.  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 auditing standards generally accepted in the United States of America.  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 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 Cardinal Apartments, An Arkansas Limited Partnership, D/B/A Cardinal Apartments 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.

/s/ Miller & Rose, P.A.
Certified Public Accountants
February 12, 2004

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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, 2003 and 2002, 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, 2003 and 2002, 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, 2004, 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 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 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, 2004

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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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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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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

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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 
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	9;

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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 
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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Lou Ann Montey and Associates, P.C.
8400 N. Mopac Expressway, Suite 304
Austin, TX  78759
PHONE: 512-338-0044
FAX: 512-338-5395

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

To The Partners 
Elsa Retirement, Ltd.-(A Texas Limited Partnership)
Burnet, Texas

We have audited the accompanying balance sheets of Elsa Retirement, Ltd.-(A Texas Limited Partnership) as of December 31, 2003 and 2002, and the related statements of income (loss), 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 as 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 statement presentation.  We believe 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 Elsa Retirement, Ltd.-(A Texas Limited Partnership) 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 February 10, 2004, on our consideration of the internal control structure of Elsa Retirement, Ltd.-(A Texas Limited Partnership) 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.

/s/ Lou Ann Montey and Associates, P.C.
Certified Public Accountants
Austin, Texas
February 10, 2004

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Lou Ann Montey and Associates, P.C.
8400 N. Mopac Expressway, Suite 304
Austin, TX  78759
PHONE: 512-338-0044
FAX: 512-338-5395

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

To The Partners 
Dilley Retirement, Ltd.-(A Texas Limited Partnership)
Burnet, Texas

We have audited the accompanying balance sheets of Dilley Retirement, Ltd.-(A Texas Limited Partnership) as of December 31, 2003 and 2002, and the related statements of income (loss), 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 Generally Accepted Auditing Standards and the standards applicable to financial audits contained in Government Auditing Standards, as 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 statement presentation.  We believe 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 Dilley Retirement, Ltd.-(A Texas Limited Partnership) 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 February 13, 2004, on our consideration of the internal control structure of Dilley Retirement, Ltd.-(A Texas Limited Partnership) 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 Standardsand should be read in conjunction with this report in considering the results of our audit.

/s/ Lou Ann Montey and Associates, P.C.
Certified Public Accountants
Austin, Texas
February 13, 2004

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Lou Ann Montey and Associates, P.C.
8400 N. Mopac Expressway, Suite 304
Austin, TX 78759
PHONE: 512-338-0044
FAX: 512-338-5395

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

To The Partners 
Taylor Retirement, Ltd.-(A Texas Limited Partnership)
Burnet, Texas

We have audited the accompanying balance sheets of Taylor Retirement, Ltd.-(A Texas Limited Partnership) as of December 31, 2003 and 2002, and the related statements of income (loss) and 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 standards applicable to financial audits contained in Government Auditing Standards as 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 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 Taylor Retirement, Ltd.- (A Texas Limited Partnership) 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 Unites States of America.
In accordance with Government Auditing Standards, we have also issued a report dated February 14, 2004, on our consideration of the internal control structure of Taylor Retirement, Ltd.-(A Texas Limited Partnership) 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.

/s/ Lou Ann Montey and Associates, P.C.
Certified Public Accountants
Austin, Texas
February 14, 2004

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Lou Ann Montey and Associates, P.C.
8400 N. Mopac Expressway, Suite 304
Austin, TX  78759
PHONE: 512-338-0044
FAX: 512-338-5395

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

To The Partners 
Donna Retirement, Ltd.-(A Texas Limited Partnership)
Burnet, Texas

We have audited the accompanying balance sheets of Donna Retirement, Ltd.-(A Texas Limited Partnership) as of December 31, 2003 and 2002, and the related statements of income (loss), partners' equity, and cash flows for the years ended December 31, 2003 and 2002.  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 audits in accordance with Generally Accepted Auditing Standards and the standards applicable to financial audits contained in Government Auditing Standards, as 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 statement presentation.  We believe 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 Donna Retirement, Ltd.-(A Texas Limited Partnership) 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 February 11, 2004, on our consideration of the internal control structure of Donna Retirement, Ltd.-(A Texas Limited Partnership) 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.

/s/ Lou Ann Montey and Associates, P.C.
Certified Public Accountants
Austin, Texas
February 11, 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, 2003 and 2002 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, 2003 and 2002 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 26, 2004, 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 26, 2004

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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 Field Apartments, L.P.

We have audited the accompanying balance sheets of BROOKS FIELD APARTMENTS, L.P., as of December 31, 2003 and 2002 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, 2003 and 2002, 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 26, 2004, 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 26, 2004

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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 sheets of BROOKS POINT APARTMENTS, L.P. as of December 31, 2003 and 2002, 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, 2003 and 2002 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 26, 2004, 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 26, 2004

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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, 2003 and 2002, 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, 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 March 12, 2004, 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.  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 12, 2004

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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, 2003 and 2002, 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, 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 February 10, 2004, 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 10, 2004

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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, 2003 and 2002 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, 2003 and 2002 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 January 30, 2004 on our consideration of Homestead West Limited Partnership'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 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
January 30, 2004

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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

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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 
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, 2003 and 2002, 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, 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 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
February 4, 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 PartnersCourtyard, Ltd.Huron, South Dakota

We have audited the accompanying balance sheets of Courtyard, Ltd. (a limited partnership) 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 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, 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 13, 2004, 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
February 13, 2004

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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, 2003 and 2002 and the related statements of partners' capital (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, 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 Governmental Auditing Standards, we have also issued our report dated January 31, 2004, 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 9 through 18 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, 2003, 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
January 31, 2004

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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, 2003 and 2002, 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, 2003 and 2002, 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 30, 2004, 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 30, 2004

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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, 2003 and 2002, 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, 2003 and 2002, 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 30, 2004, 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 30, 2004

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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, 2003 and 2002, 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, 2003 and 2002, 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 19, 2004, 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 19, 2004

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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, 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, 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, 2003 and 2002, 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 16, 2004, on our consideration of ROYSTON ELDERLY HOUSING, L.P.'s internal control and our report dated February 16, 2004, 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 16, 2004

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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, 2003 and 2002, 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, 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 22, 2004 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 22, 2004

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Bob T. Robinson
2084 Dunbarton Drive
Jackson, MS 39216
PHONE: 601-982-3875
FAX: 601-982-3876

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

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

I have audited the accompanying balance sheet of Elderly Housing of Pontotoc, L.P. (RD Case number 28-058-640818315), as of December 31, 2003 and 2002 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 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 of America and Government Auditing Standards, issued by the Comptroller General of the United States.  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 Elderly Housing of Pontotoc, 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, I have also issued my report dated February 27, 2004 on my consideration of Elderly Housing of Pontotoc, L.P.'s internal control and on my tests of its compliance with certain provisions of laws, regulations, contracts and grants.  This report is 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 my audit.
My audits were made for the purpose of forming an opinion on the financial statements taken as a whole.  The supplemental information, including separate reports on compliance with laws and regulations and on internal controls, is presented for the purposes of additional analysis and is not a requred part of the financial statements of Elderly Housing of Pontotoc, L.P.  Such information has been subjected to the auditing procedures applied in the audit of the financial statements and, in my opinion, is fairly presented in all material respects in relation to the financial statements taken as a whole.
The annual budgets of Elderly Housing of Pontotoc, L.P. included in the accompanying prescribed form RD 1930-7 (Rev 7-00) have not been compiled or examined by me, and I do not express any form of assurance on them.  In addition they may contain departures from guidelines for presentation of prospective financial information established by the American Institute of Certified Public Accountants.  The actual results may vary from the presentation and the variations may be material.

/s/ Bob T. Robinson
Certified Public Accountant 
Jackson, Mississippi
February 27, 2004

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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 
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, 2003 and 2002, 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, 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.
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, 2003 and 2002, 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 19, 2004 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 19, 2004

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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 
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, 2003 and 2002, 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, 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.
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, 2003 and 2002, 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, 2004 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, 2004

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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, 2003 and 2002, 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, 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.
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, 2004

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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 
Applegate Apartments, Ltd.
Florence, Alabama

We have audited the accompanying balance sheets of Applegate Apartments, Ltd., a limited partnership, as of December 31, 2003 and 2002, 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, 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.
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 17, 2004

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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, 2003 and 2002, 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, 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.
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, 2004

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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 64804

We have audited the accompanying balance sheets of Galena Seniors, L.P. (a limited partnership) as of December 31, 2003 and 2002, 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 audit.
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 Galena Seniors 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 our report dated February 19, 2004 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 15-17 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 19, 2004

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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 64804

We have audited the accompanying balance sheets of Purdy Apartments L.P. (a limited partnership) as of December 31, 2003 and 2002, 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 audit.
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 Purdy Apartments, 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 our report dated February 19, 2004 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 audits.
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 15-17 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 19, 2004

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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 64804

We have audited the accompanying balance sheets of Aurora Seniors, L.P. (a limited partnership) as of December 31, 2003 and 2002, 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 audit.
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 Aurora Seniors 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 our report dated February 19, 2004 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 15-17 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 19, 2004

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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 64804

We have audited the accompanying balance sheets of Baxter Springs Seniors, L.P. (a limited partnership) as of December 31, 2003 and 2002, 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 audit.
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 Baxter Springs Seniors 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 our report dated February 19, 2004 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 15-17 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 19, 2004

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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 64804

We have audited the accompanying balance sheets of Marionville Seniors, L.P. (a limited partnership) as of December 31, 2003 and 2002, 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 audit.
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 Marionville Seniors, 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 our report dated February 19, 2004 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 audits.
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 15-17 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 19, 2004

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Doubet and Gordon CPAs, LLP
603 West Cherokee Street
Wagoner, OK 74467
PHONE: 918-485-8085
FAX: 918-485-3092

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

To the Partners 
of Cavalry Crossing:

We have audited the accompanying balance sheets of Cavalry Crossing (a Kansas Limited Partnership) as of December 31, 2003 and 2002 and the related statement of operations, partners' equity, and cash flows for the year then ended.  These financial statements are the responsibility of the Company's management.  Our responsibility is to express an opinion on these financial statements based on our audit.
We conducted our audit 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 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 Cavalry Crossing as of December 31, 2003 and 2002 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.
Our audit was made for the purpose of forming an opinion on the basic financial statements taken as a whole.  The supplemental information is presented for purposes of additional analysis and is not a required part of the basic financial statements. The supplementary information, "The Schedule of Maintenance Expenses" 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 March 15, 2004 on our consideration of Cavalry Crossing's compliance and on internal control over financial reporting.  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/ Doubet and Gordon CPAs, LLP
Certified Public Accountants
Wagoner, OK  74467
March 15, 2004

---

Doubet and Gordon CPAs, LLP
603 West Cherokee Street
Wagoner, OK 74467
PHONE: 918-485-8085
FAX: 918-485-3092

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

To the Partners
of Sycamore Landing:

We have audited the accompanying balance sheet of Sycamore Landing (a Kansas Limited Partnership) as of December 31, 2003 and 2002 and the related statement of operations, partners' equity, and cash flows for the year then ended.  These financial statements are the responsibility of the Company's management.  Our responsibility is to express an opinion on these financial statements based on our audit.
We conducted our audit 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 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 Sycamore Landing as of December 31, 2003 and 2002 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.
Our audit was made for the purpose of forming an opinion on the basic financial statements taken as a whole.  The supplemental information is presented for purposes of additional analysis and is not a required part of the basic financial statements. The supplementary information, "The Schedule of Maintenance Expenses" 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 March 23, 2004 on our consideration of Sycamore Landing's compliance and on internal control over financial reporting. 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/ Doubet and Gordon CPAs, LLP
Certified Public Accountant
Wagoner, OK  74467
March 23, 2004

---

Doubet and Gordon CPAs, LLP
603 West Cherokee Street
Wagoner, OK 74467
PHONE: 918-485-8085
FAX: 918-485-3092

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

To the Partners of
Parsons Village:

We have audited the accompanying balance sheet of Parsons Village (a Kansas Limited Partnership) as of December 31, 2003 and 2002 and the related statement of operations, partners' equity, and cash flows for the year then ended.  These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audit.
We conducted our audit 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 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 Parsons Village 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.
Our audit was made for the purpose of forming an opinion on the basic financial statements taken as a whole.  The supplemental information is presented for purposes of additional analysis and is not a required part of the basic financial statements. The supplementary information, "The Schedule of Maintenance Expenses" 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 March 20, 2004 on our consideration of Parsons Village's compliance and on internal control over financial reporting. 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/ Doubet and Gordon CPAs, LLP
Certified Public Accountant
Wagoner, OK  74467
March 20, 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 
Brookstone Apartments, L.P.

We have audited the accompanying balance sheet of BROOKSTONE APARTMENTS, L.P., as of December 31, 2003 and 2002 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, 2003 and 2002, 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 26, 2004, 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.
Certified Public Accountants
Savannah, Georgia
February 26, 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 Hollow Apartments, L.P.

We have audited the accompanying balance sheet of BROOKS HOLLOW APARTMENTS, L.P., as of December 31, 2003 and 2002 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.  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 BROOKS HOLLOW APARTMENTS, L.P., as of December 31, 2003 and 2002, 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 26, 2004, 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.
Certified Public Accountants
Savannah, Georgia
February 26, 2004

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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, 2003 and 2002, 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, 2003 and 2002, 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 30, 2004, 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 30, 2004

---

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, 2003 and 2002, 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, 2003 and 2002, 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 30, 2004, 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 30, 2004

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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, 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.  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, 2003 and 2002 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, 2004, 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 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 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, 2004

---

Miller & Rose, P.A.
1309 E. Race Avenue
Searcy, AR 72143
PHONE: 501-268-8356
FAX: 501-268-9362

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

Partners 
Cardinal Apartments, An Arkansas Limited Partnership
D/B/A Cardinal Apartments
351 E. 4th Street
Mountain Home, AR 72653

We have audited the accompanying financial statements of Cardinal Apartments, An Arkansas Limited Partnership D/B/A Cardinal Apartments as of December 31, 2003 and 2002, and for the years then ended, as listed in the table of contents.  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 auditing standards generally accepted in the United States of America.  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 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 Cardinal Apartments, An Arkansas Limited Partnership, D/B/A Cardinal Apartments 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.

/s/ Miller & Rose, P.A.
Certified Public Accountants
February 12, 2004

---

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, age 59, 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, age 47, 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.

---

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, 2004.  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, 2004.
   	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, 2004, 2003, and 2002 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.

|          | 2004
----         | 2003
----         | 2002
----          
|--------- | ----------------- | ----------------- | -------------------
|Series 7  | $ 87,649          | $ 87,082          | $ 87,394           
|Series 8  | 90,313            | 90,730            | 91,032             
|Series 9  | 49,711            | 49,865            | 50,027             
|Series 10 | 33,890            | 34,013            | 34,115             
|Series 11 | 28,254
--------   | 28,518
--------   | 28,770
---------   
|Total     | $288,917
======== | $290,208
======== | $ 291,338
=========

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.

|          | 2004
----         | 2003
----         | 2002
----         
|--------- | ----------------- | ----------------- | ------------------
|Series 7  | $ 56,842          | $ 32,765          | $ 20,917          
|Series 8  | 62,671            | 36,127            | 23,062            
|Series 9  | 34,979            | 20,164            | 12,872            
|Series 10 | 21,863            | 12,601            | 8,045             
|Series 11 | 17,491
--------   | 10,081
--------   | 6,436
---------   
|Total     | $193,846
======== | $111,738
======== | $ 71,332
=========

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, 2004 and 2003 were $24,925 and $24,500, respectively.
  Tax - During fiscal 2004 and 2003, 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 2004, 100% of the audit related and other fees and 100% of the tax fees were pre-approved by the Audit Committee.

---

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 -
Table
Number                                                                        Page

1.1		Form of Dealer Manager Agreement, including Soliciting Dealer Agreement

1.2		Form of Escrow Agreement between Gateway Tax Credit Fund III Ltd. and First Union National Bank

3.1		The form of Partnership Agreement of the Partnership is included as Exhibit "A" to the Prospectus

3.1.1	Certificate of Limited Partnership of Gateway Tax Credit Fund III Ltd.

3.2		Articles of Incorporation of Raymond James Partners, Inc.

3.2.1	Bylaws of Raymond James Partners, Inc.*

3.3		Articles of Incorporation of Raymond James Tax Credit Funds, Inc.

3.3.1	Bylaws of Raymond James Tax Credit Funds, Inc.

3.4		Amended and Restated Agreement of Limited Partnership of Nottingham Apartments, Ltd.

3.5		Amended and Restated Agreement of Limited Partnership of Cedar Hollow Apartments Limited Partnership

3.6		Amended and Restated Agreement of Limited Partnership of Sunrise I Apartments Limited Partnership

5.1		Legality opinion of Riden, Earle & Kiefner, P.A. is included in Exhibit 8.1

8.1		Tax opinion and consent of Riden, Earle & Kiefner, P.A.

24.1 	The consent of Spence, Marston, Bunch, Morris & Co.

24.1.1	The consent of Spence, Marston, Bunch, Morris & Co. to all references made to them in the Registration Statement and the inclusion therein of the financial statements of Raymond James Tax Credit Funds, Inc. and Raymond James Partners, Inc. for the fiscal year ended September 25, 1992

24.1.2	The consent of Spence, Marston, Bunch, Morris & Co. to all references made to them in the Registration Statement and the inclusion therein of the financial statements of Raymond James Tax Credit Funds, Inc. and Raymond James Partners, Inc. for the fiscal year ended September 25, 1992 and the Registrant for the period ended March 31, 1992

24.4		The consent of Riden, Earle, & Kiefner, PA to all references made to them in the Prospectus included as a part of the Registration Statement of Gateway Tax Credit Fund III Ltd., and all amendments thereto is included in their opinions filed as Exhibit 8.1 to the Registration Statement.

28.1		Table VI (Acquisition of Properties by Program) of Appendix II to Industry Guide 5, Preparation of Registration Statements Relating to Interests in Real Estate Limited Partnerships

*   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

---

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 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 | 573,658753,0742,002,7531,301,749797,279791,1291,185,0031,386,877782,989760,1301,192,166665,636824,815732,7741,413,405661,336668,0461,084,318813,5311,197,100717,1451,025,9511,444,0961,208,798906,2021,180,703343,002724,3001,231,1331,169,2961,404,513781,160755,526506,202770,483670,649670,238768,137136,933
|                                                                                                                                                                                                                                                                                                                                                                                                                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |                                                                                                                      | ------------                                                                                                                                                                                                                                                                                                   
|                                                                                                                                                                                                                                                                                                                                                                                                                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |                                                                                                                      | $36,002,235                                                                                                                                                                                                                                                                                                    
|                                                                                                                                                                                                                                                                                                                                                                                                                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |                                                                                                                      | ============                                                                                                                                                                                                                                                                                                   

---

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 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, 2003

|SERIES 7
Apartment Properties                                                                                                                                                                                                                                                                                                                                                                                             | Gross Amount At Which Carried At December 31, 2003
--------------------                                                                                                                                                                                                       
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|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
123,016
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
|                                                                                                                                                                                                                                                                                                                                                                                                                          | -----------                                                                                                                                                                                                                                                                   
|                                                                                                                                                                                                                                                                                                                                                                                                                          | $ 1,725,382                                                                                                                                                                                                                                                                   
|                                                                                                                                                                                                                                                                                                                                                                                                                          | ===========                                                                                                                                                                                                                                                                   

---

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 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 | 217,677
302,768
1,003,900
674,092
351,544
389,491
523,642
696,553
290,640
414,912
501,103
286,577
366,480
303,333
619,942
284,321
300,834
515,080
325,959
422,572
198,683
354,460
705,658
614,488
460,371
429,335
143,972
257,000
613,105
495,647
512,704
383,371
390,632
183,351
290,590
363,556
363,813
337,872
176,543 | 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
|                                                                                                                                                                                                                                                                                                                                                                                                                          | -----------                                                                                                                                                                                                                                                                                                               |                                                                                                                                                                                                                                                                                                                                                                    
|                                                                                                                                                                                                                                                                                                                                                                                                                          | $16,066,571                                                                                                                                                                                                                                                                                                               |                                                                                                                                                                                                                                                                                                                                                                    
|                                                                                                                                                                                                                                                                                                                                                                                                                          | ===========                                                                                                                                                                                                                                                                                                               |                                                                                                                                                                                                                                                                                                                                                                    

---

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 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
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 | 454,912
602,502
631,310
716,983
651,480
1,026,605
795,101
1,081,003
545,480
740,445
720,321
423,719
747,432
728,431
676,920
705,852
881,295
736,355
586,044
603,201
964,621
932,986
757,091
1,234,317
1,451,662
1,089,761
648,810
1,137,096
677,215
822,536
1,416,413
2,207,271
1,093,145
1,226,536
517,849
888,564
947,227
1,093,632
1,356,313
752,496
778,384
1,143,148
757,401
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |                                                                                                                                  | ------------                                                                                                                                                                                                                                                                                                                                                                     
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |                                                                                                                                  | $37,949,865                                                                                                                                                                                                                                                                                                                                                                      
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |                                                                                                                                  | ============                                                                                                                                                                                                                                                                                                                                                                     

---

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 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, 2003

SERIES 8

|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  | Gross Amount At Which Carried At December 31, 2003
--------------------                                                                                                                                                                                                                                         
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|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, 2003

|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 | 277,900
337,981
338,439
375,880
341,631
509,501
392,750
552,688
344,160
223,066
396,383
228,993
248,918
253,728
322,232
369,357
390,014
203,998
254,876
226,006
384,630
479,952
400,982
296,046
671,302
499,985
292,511
486,847
309,802
427,380
539,151
1,007,867
306,589
560,497
186,044
267,104
380,018
436,918
511,955
302,333
355,967
323,902
302,312 | 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
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  | -----------                                                                                                                                                                                                                                                                                                                                               |                                                                                                                                                                                                                                                                                                                                                                                                    
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  | $16,318,595                                                                                                                                                                                                                                                                                                                                               |                                                                                                                                                                                                                                                                                                                                                                                                    
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  | ===========                                                                                                                                                                                                                                                                                                                                               |                                                                                                                                                                                                                                                                                                                                                                                                    

---

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 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 | 646,204
613,141
461,865
735,107
1,446,384
1,124,765
915,024
946,637
559,090
720,953
819,002
782,632
1,125,202
1,403,616
785,208
727,570
795,557
617,812
791,545
650,556
765,197
769,846
1,353,872
586,008
|                                                                                                                                                                                                                                         |                                                                                                                                                                                                                                                                                                                         |                                                                         | ------------                                                                                                                                                                                             
|                                                                                                                                                                                                                                         |                                                                                                                                                                                                                                                                                                                         |                                                                         | $20,142,793                                                                                                                                                                                              
|                                                                                                                                                                                                                                         |                                                                                                                                                                                                                                                                                                                         |                                                                         | ============                                                                                                                                                                                             

---

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 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, 2003

|SERIES 9
Apartment Properties                                                                                                                                                                                                           | Gross Amount At Which Carried At December 31, 2003
--------------------                                                                                                  
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|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 Sreet
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, 2003

|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 | 316,414
318,541
234,080
267,510
532,742
438,724
461,722
451,353
298,290
364,117
412,590
371,503
310,939
438,669
271,459
280,294
280,959
312,639
267,459
253,162
248,857
319,343
408,506
228,993 | 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
|                                                                                                                                                                                                                                         | -----------                                                                                                                                                                                     |                                                                                                                                                                                                                           
|                                                                                                                                                                                                                                         | $ 8,088,865                                                                                                                                                                                     |                                                                                                                                                                                                                           
|                                                                                                                                                                                                                                         | ===========                                                                                                                                                                                     |                                                                                                                                                                                                                           

---

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 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                                                                                            | 836,894
769,066
537,867
1,073,458
1,114,105
888,558
994,239
1,411,334
1,043,091
860,016
805,372
802,914
798,461
588,202
638,260
|                                                                                                                                                   |                                                                                                                                                                                                     |                                                                                                                                         | ------------                                                                                                                   
|                                                                                                                                                   |                                                                                                                                                                                                     |                                                                                                                                         | $13,161,837                                                                                                                    
|                                                                                                                                                   |                                                                                                                                                                                                     |                                                                                                                                         | ============                                                                                                                   
|                                                                                                                                                   | 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 | 373,560
12,867
4,024
5,100
255,017
12,196
46,330
4,778
32,253
36,816
15,984
5,256
11,511
0
297,201                             
|                                                                                                                                                   | -------                                                                                                                                                                                             | ------------                                                                                                                            | ------------                                                                                                                   
|                                                                                                                                                   | $665,025                                                                                                                                                                                            | $15,895,561                                                                                                                             | $ 1,112,893                                                                                                                    
|                                                                                                                                                   | ========                                                                                                                                                                                            | ============                                                                                                                            | ============                                                                                                                   

---

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 10
Apartment Properties                                                                                                                     | Gross Amount At Which Carried At December 31, 2003
--------------------                                                
|-------------------------------------------------------------------------------------------------------------------------------------------------- | -----------------------------------------------------------------------------------------------------------------------
|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 | 445,916
293,280
225,999
345,043
398,310
367,556
258,678
330,517
512,557
264,530
255,222
272,688
247,903
187,997
230,508
|                                                                                                                                                   | -----------                                                                                                            
|                                                                                                                                                   | $4,636,704                                                                                                             
|                                                                                                                                                   | ===========                                                                                                            

---

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 | 1,301,143
676,629
642,449
965,295
797,725
854,623
76,417
2,636,822
737,673
237,050
89,336
1,084,563
|                                                                                                           |                                                                                                                                                            |                                    | ------------                                                                                       
|                                                                                                           |                                                                                                                                                            |                                    | $10,099,725                                                                                        
|                                                                                                           |                                                                                                                                                            |                                    | ============                                                                                       

|                                                                                                           | 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, 2003

|SERIES 11
Apartment Properties                                                                             | Gross Amount At Which Carried At December 31, 2003
--------------------                        
|---------------------------------------------------------------------------------------------------------- | -----------------------------------------------------------------------------------------------
|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 | 429,427
297,496
354,660
484,997
560,537
344,948
73,448
1,015,332
273,052
63,188
115,176
289,866
|                                                                                                           | -----------                                                                                    
|                                                                                                           | $ 4,302,127                                                                                    
|                                                                                                           | ===========                                                                                    

---

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

|SERIES 7
Balance at beginning of period -
December 31, 2002
 Additions during period:
  Acquisitions through foreclosure
  Other acquisitions
  Improvements, etc.
  Other
 Deductions during period:
  Cost of real estate sold | $       0 
415,990 
(115,716)
0 
---------
5,134 
--------- | $45,685,264 
300,274 
5,134 
-----------   
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------------- | -------------------------------------------
|Balance at end of period -
December 31, 2003                                                                                                                                                                                     |                                                             | $45,990,672 
============                  
|Reconciliation of Accumulated 
Depreciation current year changes:
Balance at beginning of period -
December 31, 2002
  Current year expense
  Less Accumulated Depreciation of 
  real estate sold                               |                                                             | $14,581,914 
1,489,791 
(5,134)
-----------
|Balance at end of period -
December 31, 2003                                                                                                                                                                                     |                                                             | $16,066,571 
============                  

---

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

|Series 8
Balance at beginning of period -
December 31, 2002
 Additions during period:
  Acquisitions through foreclosure
  Other acquisitions
  Improvements, etc.
  Other
 Deductions during period:
  Cost of real estate sold
  Other | $      0 
551,470 
(441,428)
0 
-------
0 
0 
------- | $47,541,477 
110,042 
0 
-----------          
|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ----------------------------------------------------- | ----------------------------------------------
|Balance at end of period -
December 31, 2003                                                                                                                                                                                             |                                                       | $47,651,519 
============                     
|Reconciliation of Accumulated 
Depreciation current year changes:
Balance at beginning of period -
December 31, 2002
  Current year expense
  Less Accumulated Depreciation of
  real estate sold
  Other                                |                                                       | $14,711,554 
1,524,883 
0 
82,158 
-----------
|Balance at end of period -
December 31, 2003                                                                                                                                                                                             |                                                       | $16,318,595 
============                     

---

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

|Series 9
Balance at beginning of period -
December 31, 2002
 Additions during period:
  Acquisitions through foreclosure
  Other acquisitions
  Improvements, etc.
  Other
 Deductions during period:
  Cost of real estate sold
  Other | $      0 
37,063 
0 
0 
--------
0 
(5)
-------- | $25,984,028 
37,063 
(5)
-----------  
|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ------------------------------------------------ | --------------------------------------
|Balance at end of period -
December 31, 2003                                                                                                                                                                                             |                                                  | $26,021,086 
============             
|Reconciliation of Accumulated
Depreciation current year changes:
Balance at beginning of period -
December 31, 2002
  Current year expense
  Less Accumulated Depreciation 
  of real estate sold
  Other                                |                                                  | 7,296,694 
792,176 
0 
(5)
-----------
|Balance at end of period -
December 31, 2003                                                                                                                                                                                             |                                                  | $ 8,088,865 
============             

---

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

|Series 10
Balance at beginning of period -
December 31, 2002
 Additions during period:
  Acquisitions through foreclosure
  Other acquisitions
  Improvements, etc.
  Other
 Deductions during period:
  Cost of real estate sold
  Other | $      0 
96,786 
(62,866)
0 
--------
2,496 
0 
-------- | $17,637,063 
33,920 
2,496 
----------      
|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | --------------------------------------------------------- | --------------------------------------------
|Balance at end of period -
December 31, 2003                                                                                                                                                                                              |                                                           | $17,673,479 
============                   
|Reconciliation of Accumulated
Depreciation current year changes:
Balance at beginning of period -
December 31, 2002
  Current year expense
  Less Accumulated Depreciation
  of real estate sold
  Other                                  |                                                           | $ 4,174,124 
465,076 
(2,496)
0 
-----------
|Balance at end of period -
December 31, 2003                                                                                                                                                                                              |                                                           | $ 4,636,704 
============                   

---

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

|Series 11
Balance at beginning of period -
December 31, 2002
 Additions during period:
  Acquisitions through foreclosure
  Other acquisitions
  Improvements, etc.
  Other
 Deductions during period:
  Cost of real estate sold
  Other | $      0 
88,254 
(4,695)
0 
--------
11,340 
0 
-------- | $15,476,743 
83,559 
11,340 
-----------     
|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | --------------------------------------------------------- | ---------------------------------------------
|Balance at end of period -
December 31, 2003                                                                                                                                                                                              |                                                           | $15,571,642 
===========                     
|Reconciliation of Accumulated 
Depreciation current year changes:
Balance at beginning of period -
December 31, 2002
  Current year expense
  Less Accumulated Depreciation of 
  real estate sold
  Other                                |                                                           | $ 3,784,175 
529,292 
(11,340)
0 
-----------
|Balance at end of period -
December 31, 2003                                                                                                                                                                                              |                                                           | $ 4,302,127 
===========                     

---

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

|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 | 573,658
753,074
2,002,753
1,301,749
797,279
791,129
1,185,003
1,386,877
782,989
760,130
1,192,166
665,636
824,815
732,774
1,413,405
661,336
668,046
1,084,318
813,531
1,197,100
717,145
1,025,951
1,444,096
1,208,798
906,202
1,180,703
343,002
724,300
1,231,133
1,169,296
1,404,513
781,160
755,526
506,202
770,483
670,649
670,238
768,137
136,933 | 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
|                                                                                                                                                                                                                                                                                                                                                                                                                          |                                                                                                                      | $36,002,235
===========                                                                                                                                                                                                                                                                                                                               |                                                                                                                                                                                                                                           |                                                                                                                                                                                                                                           |                                                                                                                     

---

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 | 454,912
602,502
631,310
716,983
651,480
1,026,605
795,101
1,081,003
545,480
740,445
720,321
423,719
747,432
728,431
676,920
705,852
881,295
736,355
586,044
603,201
964,621
932,986
757,091
1,234,317
1,451,662
1,089,761
648,810
1,137,096
677,215
822,536
1,416,413
2,207,271
1,093,145
1,226,536
517,849
888,564
947,227
1,093,632
1,356,313
752,496
778,384
1,143,148
757,401 | 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
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |                                                                                                                                  | $37,949,865
===========                                                                                                                                                                                                                                                                                                                                                           |                                                                                                                                                                                                                                                                    |                                                                                                                                                                                                                                                                    |                                                                                                                                 

---

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

|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 | 646,204
613,141
461,865
735,107
1,446,384
1,124,765
915,024
946,637
559,090
720,593
819,002
782,632
1,125,202
1,403,616
785,208
727,570
795,557
617,812
791,545
650,556
765,197
769,846
1,353,872
586,008 | 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
|                                                                                                                                                                                                                                         |                                                                         | $20,142,793
===========                                                                                                                                                                                   |                                                                                                                                                 |                                                                                                                                                 |                                                                        

---

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

|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 | 836,894
769,066
537,867
1,073,458
1,114,105
888,558
994,239
1,411,334
1,043,091
860,016
805,372
802,914
798,461
588,202
638,260 | 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
|                                                                                                                                                   |                                              | $13,161,837
===========                                                                                                         |                                                                                           |                                                                                           |                                             



|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 | 1,301,143
676,629
642,449
965,295
797,725
854,623
76,417
2,636,822
737,673
237,050
89,336
1,084,563 | 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
|                                                                                                           |                                    | $10,099,725
===========                                                                             |                                                                          |                                                                          |                                    

---





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, 2004               By:/s/ Ronald M. Diner                                  Ronald M. Diner
                                  President
Date: July 13, 2004               By:/s/ Sandra C. Humphreys                                  Sandra C. Humphreys
                                  Secretary and Treasurer
Date: July 13, 2004               By:/s/ Carol Georges
                                  Carol Georges
                                  Vice President and Director of Accounting



---

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, 2004               By:/s/ Ronald M. Diner                                  Ronald M. Diner
                                  President

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I, Carol Georges, 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, 2004               By:/s/ Carol Georges
                                  Carol Georges
                                  Vice President and Director of Accounting
                                  Secretary and Treasurer