**UNITED STATES**

**                                 SECURITIES AND EXCHANGE COMMISSION**

**                                       WASHINGTON, D.C. 20549**

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**                                              Form 10-K**

 

(Mark One)

[X]    ANNUALREPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF1934

                                                  

                          For the fiscal year ended December 31, 2008

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or

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[ ]   TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACTOF 1934

                                                  

                       For the transition period from _________to _________

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                                  Commission file number 0-11723

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                       CONSOLIDATED CAPITAL INSTITUTIONAL PROPERTIES/2, LP

                      (Exact name of registrant as specified in its charter)

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                                    55 Beattie Place, PO Box 1089

                                  Greenville, South Carolina  29602

                              (Address of principal executive offices)

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                  Registrant's telephone number, including area code (864) 239-1000

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                     Securities registered pursuant to Section 12(b) of the Act:

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                                                None

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                     Securities registered pursuant to Section 12(g) of the Act:

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                                      Limited Partnership Units

                                          (Title of class)

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Indicate by check mark ifthe registrant is a well-known seasoned issuer, as defined in Rule 405 of theSecurities Act. Yes [ ] No [X]

 

Indicate by check markwhether the registrant is not required to file reports pursuant to Section 13 or15(d) of the Exchange Act. Yes [ ] No [X]

 

Indicate by check markwhether the registrant (1) has filed all reports required to be filed by Section13 or 15(d) of the Exchange Act during the past 12 months (or for such shorterperiod that the registrant was required to file such reports), and (2) has beensubject to such filing requirements for the past 90 days. Yes [X] No []

 

Indicate by check mark ifdisclosure of delinquent filers pursuant to Item 405 of Regulation S-K is notcontained herein, and will not be contained, to the best of the registrant’sknowledge, in definitive proxy or information statements incorporated byreference in Part III of this Form 10-K or any amendment to this Form 10-K.[X]

 

Indicate by check markwhether the registrant is a large accelerated filer, an accelerated filer, anon-accelerated filer, or a smaller reporting company. See the definitions of“large accelerated filer”, “accelerated filer” and “smaller reporting company”in Rule 12b-2 of the Exchange Act.

 

 

Indicate by check markwhether the registrant is a shell company (as defined in Rule 12b-2 of theExchange Act). Yes [ ] No [X]

 

State the aggregate marketvalue of the voting and non-voting partnership interests held by non-affiliatescomputed by reference to the price at which the partnership interests were lastsold, or the average bid and asked prices of such partnership interests as ofthe last business day of the registrant’s most recently completed second fiscalquarter. No market exists for the limited partnership interests of theRegistrant, and, therefore, no aggregate market value can bedetermined.

 

**DOCUMENTS INCORPORATED BYREFERENCE**

**None**