United States
                       Securities and Exchange Commission
                             Washington, D.C. 20549

                                   Form 10-QSB

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

                 For the quarterly period ended September 30, 2003


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


                For the transition period from _________to _________

                         Commission file number 0-14187


                  CONSOLIDATED CAPITAL INSTITUTIONAL PROPERTIES/3
               (Exact name of registrant as specified in its charter)



              California                                        94-2940208
    (State or other jurisdiction of                          (I.R.S. Employer
     incorporation or organization)                         Identification No.)

                          55 Beattie Place, PO Box 1089
                        Greenville, South Carolina 29602
                    (Address of principal executive offices)

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

<PAGE>



                         PART I - FINANCIAL INFORMATION


ITEM 1.     Financial Statements



                  CONSOLIDATED CAPITAL INSTITUTIONAL PROPERTIES/3

                                  BALANCE SHEET
                                   (Unaudited)
                        (in thousands, except unit data)

                               September 30, 2003


Assets
   Cash and cash equivalents                                               $ 620
   Receivables and deposits                                                  594
   Restricted escrows                                                        217
   Other assets                                                            1,353
   Investment properties:
      Land                                               $ 8,641
      Buildings and related personal property              50,902
                                                           59,543
      Less accumulated depreciation                       (27,875)        31,668
                                                                        $ 34,452
Liabilities and Partners' Deficit
Liabilities
   Accounts payable                                                       $ 325
   Tenant security deposit liabilities                                       307
   Accrued property taxes                                                    489
   Other liabilities                                                         599
   Mortgage notes payable                                                 45,823

Partners' Deficit
   General partner                                        $ (973)
   Limited partners (383,033 units outstanding)           (12,118       (13,091)
                                                                       $ 34,452



                   See Accompanying Notes to Financial Statements


<PAGE>

                  CONSOLIDATED CAPITAL INSTITUTIONAL PROPERTIES/3

                            STATEMENTS OF OPERATIONS
                                   (Unaudited)
                      (in thousands, except per unit data)

<TABLE>
<CAPTION>

                                              For the Three Months      For the Nine Months
                                              Ended September 30,       Ended September 30,
                                               2003         2002         2003        2002
Revenues:
<S>                                          <C>          <C>          <C>          <C>
  Rental income                              $ 2,640      $ 2,685      $ 7,965      $ 8,556
  Other income                                   367          334        1,046        1,066
  Casualty gain (Note C)                          --           19           --          268
      Total revenues                           3,007        3,038        9,011        9,890

Expenses:
  Operating                                    1,477        1,096        4,010        3,428
  General and administrative                     135          150          413          450
  Depreciation                                   739          719        2,262        2,203
  Interest                                       868          886        2,616        2,662
  Property taxes                                 229          212          678          594
      Total expenses                           3,448        3,063        9,979        9,337

Net (loss) income                             $ (441)      $ (25)       $ (968)      $ 553

Net (loss) income allocated to general
  partner (1%)                                 $ (4)        $ --        $ (10)        $ 6
Net (loss) income allocated to limited
  partners (99%)                                (437)         (25)        (958)         547

                                              $ (441)      $ (25)       $ (968)      $ 553

Net (loss) income per limited
  partnership unit                           $ (1.14)     $ (0.06)     $ (2.50)     $ 1.43

Distributions per limited
  partnership unit                             $ --        $ 0.67       $ 0.66      $ 1.65

                   See Accompanying Notes to Financial Statements

</TABLE>

<PAGE>
                  CONSOLIDATED CAPITAL INSTITUTIONAL PROPERTIES/3

                     STATEMENTS OF CHANGES IN PARTNERS' DEFICIT
                                   (Unaudited)
                        (in thousands, except unit data)

<TABLE>
<CAPTION>

                                     Limited
                                    Partnership     General     Limited
                                       Units        Partner     Partners      Total

<S>                                   <C>             <C>       <C>         <C>
Original capital contributions        383,033         $ 1       $ 95,758    $ 95,759

Partners' deficit at
   December 31, 2002                  383,033       $ (960)     $(10,908)   $(11,868)

Distributions to partners                  --            (3)        (252)       (255)

Net loss for the nine months
   ended September 30, 2003                --           (10)        (958)       (968)

Partners' deficit at
   September 30, 2003                 383,033       $ (973)     $(12,118)   $(13,091)

                   See Accompanying Notes to Financial Statements

</TABLE>

<PAGE>
                  CONSOLIDATED CAPITAL INSTITUTIONAL PROPERTIES/3

                            STATEMENTS OF CASH FLOWS
                                   (Unaudited)
                                 (in thousands)
<TABLE>
<CAPTION>

                                                                   Nine Months Ended
                                                                     September 30,
                                                                    2003        2002
Cash flows from operating activities:
<S>                                                               <C>          <C>
  Net (loss) income                                               $ (968)      $ 553
  Adjustments to reconcile net (loss) income to net cash
   provided by operating activities:
      Casualty gain                                                    --        (268)
      Depreciation                                                  2,262       2,203
      Amortization of loan costs                                       87          88
      Change in accounts:
        Receivables and deposits                                     (101)         39
        Other assets                                                 (206)        (77)
        Accounts payable                                              114         115
        Tenant security deposit liabilities                            13         (27)
        Accrued property taxes                                        285         245
        Other liabilities                                             102         569
         Net cash provided by operating activities                  1,588       3,440

Cash flows from investing activities:
  Property improvements and replacements                             (756)     (1,894)
  Net receipts from (deposits to) restricted escrows                   18         (41)
  Insurance proceeds received                                          --         633
         Net cash used in investing activities                       (738)     (1,302)

Cash flows from financing activities:
  Payment of mortgage notes payable                                  (688)       (639)
  Distributions to partners                                          (255)       (637)
         Net cash used in financing activities                       (943)     (1,276)

Net (decrease) increase in cash and cash equivalents                  (93)        862

Cash and cash equivalents at beginning of period                      713         510

Cash and cash equivalents at end of period                         $ 620      $ 1,372

Supplemental disclosure of cash flow information:
  Cash paid for interest                                          $ 2,570     $ 2,580

Supplemental disclosure of non-cash activity:
  Property improvements and replacements in accounts payable       $ 77        $ --


                   See Accompanying Notes to Financial Statements

</TABLE>

<PAGE>

                  CONSOLIDATED CAPITAL INSTITUTIONAL PROPERTIES/3

                          NOTES TO FINANCIAL STATEMENTS
                                   (Unaudited)


Note A - Basis of Presentation

The  accompanying   unaudited  financial   statements  of  Consolidated  Capital
Institutional   Properties/3  (the  "Partnership"  or  "Registrant")  have  been
prepared in accordance with generally accepted accounting principles for interim
financial  information and with the  instructions to Form 10-QSB and Item 310(b)
of Regulation S-B.  Accordingly,  they do not include all of the information and
footnotes  required by generally  accepted  accounting  principles  for complete
financial  statements.  In the opinion of ConCap  Equities,  Inc.  (the "General
Partner"),  which is wholly owned by Apartment Investment and Management Company
("AIMCO"),  a publicly  traded real estate  investment  trust,  all  adjustments
(consisting  of  normal  recurring  accruals)  considered  necessary  for a fair
presentation have been included.  Operating results for the three and nine month
periods ended September 30, 2003, are not necessarily  indicative of the results
that may be expected for the fiscal year ending  December 31, 2003.  For further
information, refer to the financial statements and footnotes thereto included in
the  Partnership's  Annual  Report on Form  10-KSB  for the  fiscal  year  ended
December 31, 2002.

Note B - Transactions with Affiliated Parties

The  Partnership has no employees and is dependent on the General Partner and/or
its  affiliates  for  the  management  and  administration  of  all  Partnership
activities. The limited partnership agreement ("Partnership Agreement") provides
for  payments  to  affiliates  for  property  management  services  based  on  a
percentage of revenue. The Partnership Agreement also provides for reimbursement
to the General  Partner and its affiliates for costs incurred in connection with
the administration of Partnership activities.

Affiliates of the General  Partner are entitled to receive 5% of gross  receipts
from all of the Partnership's  properties as compensation for providing property
management  services.  The  Partnership  paid to such  affiliates  approximately
$440,000 and $506,000  for the nine months  ended  September  30, 2003 and 2002,
respectively, which is included in operating expenses.

Affiliates  of  the  General  Partner  received   reimbursement  of  accountable
administrative expenses amounting to approximately $341,000 and $475,000 for the
nine months ended September 30, 2003 and 2002,  respectively,  which is included
in investment  properties and general and administrative  expenses.  Included in
these amounts are fees related to construction  management  services provided by
an affiliate of the General  Partner of  approximately  $42,000 and $129,000 for
the  nine  months  ended  September  30,  2003  and  2002,   respectively.   The
construction  management  fees are  calculated  based on a percentage of current
year additions to investment properties.

The  Partnership  insures its properties up to certain  limits through  coverage
provided by AIMCO which is  generally  self-insured  for a portion of losses and
liabilities  related to workers  compensation,  property  casualty  and  vehicle
liability. The Partnership insures its properties above the AIMCO limits through
insurance policies obtained by AIMCO from insurers unaffiliated with the General
Partner.  During  the  nine  months  ended  September  30,  2003 and  2002,  the
Partnership was charged by AIMCO and its affiliates  approximately  $146,000 and
$177,000,  respectively,  for insurance coverage and fees associated with policy
claims administration.

Note C - Casualty Event

In July 2001, a rainstorm occurred at Tamarac Village  Apartments,  which caused
water damage to the complex.  During the nine months  ended  September  30, 2002
insurance proceeds of approximately $31,000 were received and assets and related
accumulated  depreciation  with a net book value of  approximately  $24,000 were
written off.  This  resulted in a casualty  gain of  approximately  $7,000 being
recognized during the nine months ended September 30, 2002.

In October 2001, a fire occurred at Lamplighter  Park  Apartments,  which caused
damage to thirty  apartment  units.  During the nine months ended  September 30,
2002 insurance  proceeds of approximately  $535,000 were received and assets and
related accumulated depreciation with a net book value of approximately $289,000
were written off.  This resulted in a casualty  gain of  approximately  $246,000
being recognized during the nine months ended September 30, 2002.

In January 2002, a fire occurred at Sandpiper I and II Apartments,  which caused
damage to two apartment  units.  During the nine months ended September 30, 2002
insurance proceeds of approximately $42,000 were received and assets and related
accumulated  depreciation  with a net book value of  approximately  $27,000 were
written off.  This resulted in a casualty  gain of  approximately  $15,000 being
recognized during the nine months ended September 30, 2002.

Note D - Legal Proceedings

In March 1998, several putative unit holders of limited partnership units of the
Partnership  commenced an action  entitled  Rosalie  Nuanes,  et al. v. Insignia
Financial Group, Inc., et al. (the "Nuanes action") in the Superior Court of the
State of  California  for the  County  of San  Mateo.  The  plaintiffs  named as
defendants,  among others,  the Partnership,  its General Partner and several of
their affiliated  partnerships and corporate  entities.  The action purported to
assert  claims on behalf of a class of  limited  partners  and  derivatively  on
behalf of a number of limited partnerships  (including the Partnership) that are
named as nominal defendants, challenging, among other things, the acquisition of
interests in certain General Partner entities by Insignia  Financial Group, Inc.
("Insignia") and entities that were, at one time,  affiliates of Insignia;  past
tender offers by the Insignia  affiliates to acquire limited  partnership units;
management of the  partnerships  by the Insignia  affiliates;  and the series of
transactions  which  closed on October 1, 1998 and  February  26,  1999  whereby
Insignia and Insignia  Properties Trust,  respectively,  were merged into AIMCO.
The plaintiffs sought monetary damages and equitable relief,  including judicial
dissolution of the Partnership. In addition, during the third quarter of 2001, a
complaint (the "Heller  action") was filed against the same  defendants that are
named in the Nuanes action,  captioned Heller v. Insignia Financial Group. On or
about August 6, 2001,  plaintiffs  filed a first amended  complaint.  The Heller
action was brought as a purported  derivative  action,  and asserted claims for,
among other things,  breach of fiduciary duty, unfair  competition,  conversion,
unjust enrichment, and judicial dissolution.

On January 8, 2003,  the parties filed a  Stipulation  of Settlement in proposed
settlement of the Nuanes action and the Heller action.

In general  terms,  the  proposed  settlement  provides  for  certification  for
settlement  purposes of a settlement class consisting of all limited partners in
this  Partnership and others (the  "Partnerships")  as of December 20, 2002, the
dismissal  with  prejudice  and  release  of claims  in the  Nuanes  and  Heller
litigation,  payment by AIMCO of $9.9  million  (which shall be  distributed  to
settlement  class  members  after  deduction of attorney fees and costs of class
counsel and certain costs of settlement) and up to $1 million toward the cost of
independent  appraisals of the  Partnerships'  properties  by a Court  appointed
appraiser.  An affiliate of the General Partner has also agreed to make at least
one round of tender offers to purchase all of the  partnership  interests in the
Partnerships within one year of final approval, if it is granted, and to provide
partners  with the  independent  appraisals  at the time of these  tenders.  The
proposed  settlement  also provided for the  limitation  of the allowable  costs
which the General  Partner or its  affiliates  will charge the  Partnerships  in
connection with this litigation and imposes limits on the class counsel fees and
costs in this litigation.  On April 11, 2003,  notice was distributed to limited
partners providing the details of the proposed settlement.

On June 13, 2003, the Court granted final approval of the settlement and entered
judgment in both the Nuanes and Heller actions.  On August 12, 2003, an objector
filed an appeal  seeking  to vacate  and/or  reverse  the  order  approving  the
settlement and entering judgment thereto.  The General Partner intends to file a
respondent's  brief in support of the order  approving  settlement  and entering
judgment thereto.

The  General  Partner  does not  anticipate  that any costs to the  Partnership,
whether legal or settlement costs,  associated with these cases will be material
to the Partnership's overall operations.

On August 8, 2003 AIMCO  Properties  L.P., an affiliate of the General  Partner,
was served with a Complaint in the United  States  District  Court,  District of
Columbia alleging that AIMCO Properties L.P.  willfully  violated the Fair Labor
Standards  Act (FLSA) by failing to pay  maintenance  workers  overtime  for all
hours  worked  in  excess  of forty  per  week.  The  Complaint  is  styled as a
Collective  Action  under  the FLSA and seeks to  certify  state  subclasses  in
California, Maryland, and the District of Columbia. Specifically, the plaintiffs
contend that AIMCO Properties L.P. failed to compensate  maintenance workers for
time  that they were  required  to be  "on-call".  Additionally,  the  Complaint
alleges AIMCO  Properties  L.P.  failed to comply with the FLSA in  compensating
maintenance  workers  for time that they  worked in  responding  to a call while
"on-call".  The  Complaint  also  attempts  to certify a subclass  for  salaried
service  directors who are challenging  their  classification as exempt from the
overtime  provisions of the FLSA.  AIMCO  Properties L.P. has filed an answer to
the Complaint denying the substantive  allegations.  Although the outcome of any
litigation is uncertain,  in the opinion of the General  Partner the claims will
not result in any material liability to the Partnership.

The  Partnership  is unaware  of any other  pending  or  outstanding  litigation
matters  involving  it or its  investment  properties  that are not of a routine
nature arising in the ordinary course of business.

ITEM 2.     Management's Discussion and Analysis or Plan of Operation

The matters discussed in this report contain certain forward-looking statements,
including, without limitation, statements regarding future financial performance
and the effect of government  regulations.  Actual results may differ materially
from those described in the forward-looking statements and will be affected by a
variety of risks and factors including,  without limitation:  national and local
economic  conditions;  the terms of  governmental  regulations  that  affect the
Registrant and interpretations of those regulations; the competitive environment
in which the Registrant operates;  financing risks, including the risk that cash
flows from operations may be insufficient to meet required payments of principal
and interest;  real estate risks, including variations of real estate values and
the general  economic  climate in local markets and  competition  for tenants in
such markets;  litigation,  including  costs  associated  with  prosecuting  and
defending  claims  and  any  adverse   outcomes,   and  possible   environmental
liabilities.   Readers  should  carefully  review  the  Registrant's   financial
statements and the notes thereto,  as well as the risk factors  described in the
documents  the  Registrant  files  from  time to time  with the  Securities  and
Exchange Commission.

The Partnership's investment properties at September 30, 2003 consisted of seven
apartment complexes. The following table sets forth the average occupancy of the
properties for each of the nine month periods ended September 30, 2003 and 2002:

                                                   Average Occupancy
      Property                                      2003       2002

      Cedar Rim Apartments (1)                      85%        92%
        New Castle, Washington
      Hidden Cove by the Lake Apartments            95%        96%
        Belleville, Michigan
      Lamplighter Park Apartments (2)               90%        68%
        Bellevue, Washington
      Park Capital Apartments                       92%        91%
        Salt Lake City, Utah
      Sandpiper I and II Apartments                 93%        94%
        St. Petersburg, Florida
      Tamarac Village Apartments                    86%        87%
        Denver, Colorado
      Williamsburg Manor Apartments (3)             93%        90%
        Cary, North Carolina

(1)   The General  Partner  attributes  the  decrease in  occupancy at Cedar Rim
      Apartments to a poor local economy.

(2)   The General  Partner  attributes  the increase in occupancy at Lamplighter
      Park Apartments to the availability for rent of units that were damaged by
      a fire in October 2001.  During 2002, the units were unavailable for rent.
      The units have since been reconstructed and are available for rent.

(3)   The General  Partner  attributes the increase in occupancy at Williamsburg
      Manor Apartments to increased marketing efforts.

Results of Operations

The  Partnership  had a net loss of  approximately  $968,000 for the nine months
ended September 30, 2003,  compared to net income of approximately  $553,000 for
the nine months ended  September  30, 2002.  The  Partnership  had a net loss of
approximately $441,000 for the three months ended September 30, 2003 as compared
to a net loss of approximately  $25,000 for the three months ended September 30,
2002.  The  decrease  in net income for the three and nine month  periods  ended
September  30,  2003 is due to a decrease in total  revenues  and an increase in
total expenses.

Total  revenues  decreased  for the nine months ended  September 30, 2003 due to
decreases in both rental and other income and casualty gains  recognized in 2002
primarily at Lamplighter  Park  Apartments (as discussed  below).  Rental income
decreased  due to  decreases  in  average  rental  rates  at all  but one of the
Partnership's  properties,  decreases in occupancy at Cedar Rim,  Hidden Cove by
the Lake,  Sandpiper I and II, and Tamarac  Village  Apartments,  an increase in
concessions primarily at Sandpiper I and II and Tamarac Village Apartments,  and
an increase in bad debt expense at all but one of the  Partnership's  investment
properties  partially offset by increases in occupancy at Lamplighter Park, Park
Capital and Williamsburg  Manor Apartments and reduced concession costs at Cedar
Rim, Lamplighter Park and Williamsburg Manor Apartments.  Other income decreased
for the nine months ended September 30, 2003 due to reduced  corporate unit rent
at Park Capital Apartments and reduced utility reimbursements at Tamarac Village
Apartments  partially offset by increases in late charges primarily at Sandpiper
I and II and Tamarac Village Apartments.

Total  revenues  decreased for the three months ended  September 30, 2003 due to
decreases in rental income and casualty gains  recognized in 2002 at Sandpiper I
and II and Tamarac  Apartments  (as  discussed  below),  partially  offset by an
increase in other income.  Rental income decreased primarily due to decreases in
occupancy (as  discussed  above).  Other income  increased due to an increase in
lease  cancellation  and cleaning and damage fees at Tamarac Village  Apartments
partially  offset by decreases in utility  reimbursements  at Sandpiper I and II
and Tamarac Village Apartments.

In July 2001, a rainstorm occurred at Tamarac Village  Apartments,  which caused
water damage to the complex.  During the nine months  ended  September  30, 2002
insurance proceeds of approximately $31,000 were received and assets and related
accumulated  depreciation  with a net book value of  approximately  $24,000 were
written off.  This  resulted in a casualty  gain of  approximately  $7,000 being
recognized during the nine months ended September 30, 2002.

In October 2001, a fire occurred at Lamplighter  Park  Apartments,  which caused
damage to thirty  apartment  units.  During the nine months ended  September 30,
2002 insurance  proceeds of approximately  $535,000 were received and assets and
related accumulated depreciation with a net book value of approximately $289,000
were written off.  This resulted in a casualty  gain of  approximately  $246,000
being recognized during the nine months ended September 30, 2002.

In January 2002, a fire occurred at Sandpiper I and II Apartments,  which caused
damage to two apartment  units.  During the nine months ended September 30, 2002
insurance proceeds of approximately $42,000 were received and assets and related
accumulated  depreciation  with a net book value of  approximately  $27,000 were
written off.  This resulted in a casualty  gain of  approximately  $15,000 being
recognized during the nine months ended September 30, 2002.

Total expenses  increased for the three and nine months ended September 30, 2003
due to increases in operating,  depreciation and property tax expenses partially
offset by  decreases  in  general  and  administrative  and  interest  expenses.
Operating  expenses  increased   primarily  due  to  increases  in  maintenance,
advertising,  property,  and  administrative  expenses  partially  offset  by  a
decrease in management fees.  Maintenance  expenses  increased  primarily due to
increases  in  contract  labor  costs at Cedar  Rim,  Hidden  Cove by the  Lake,
Lamplighter Park,  Sandpiper I and II, Tamarac Village,  and Williamsburg  Manor
Apartments.  Advertising expense increased primarily due to increased periodical
expenses at Lamplighter Park and Tamarac Village  Apartments and web advertising
and referral fees at Tamarac Village  Apartments.  Property  expenses  increased
primarily  due to increases in salaries  and related  benefits at Park  Capital,
Sandpiper I and II and Williamsburg  Manor Apartments and increases in utilities
at  Cedar  Rim,   Lamplighter  Park,  Tamarac  Village  and  Williamsburg  Manor
Apartments partially offset by a decrease in corporate unit rent at Park Capital
Apartments.  Administrative  expense  increased  primarily due to an increase in
temporary help at Cedar Rim,  Lamplighter Park, and Tamarac Village  Apartments.
Depreciation  expense  increased  primarily due to the casualty  renovations  at
Lamplighter  Park  Apartments  during the past twelve  months that are now being
depreciated.  Property tax expense  increased  primarily due to a prior year tax
refund received at Tamarac Village Apartments in 2002, which resulted in a lower
than normal tax expense reported in 2002, an adjustment of property tax accruals
at Hidden Cove by the Lake  Apartments and an  anticipated  increase in property
taxes at  Sandpiper  I and II  Apartments.  Interest  expense  decreased  due to
scheduled principal payments on the mortgages encumbering Cedar Rim, Lamplighter
Park,  and  Tamarac  Village  Apartments  which  lowered the debt  balances  and
therefore resulted in a decrease in the amount of interest accrued.

General and administrative  expenses decreased primarily due to reduced costs of
services included in the management  reimbursements  paid to the General Partner
as allowed  under the  Partnership  Agreement.  Also  included  in  general  and
administrative expenses at both September 30, 2003 and 2002 are costs associated
with the  quarterly and annual  communications  with  investors  and  regulatory
agencies and the annual audit required by the Partnership Agreement.

As part of the ongoing  business plan of the  Partnership,  the General  Partner
monitors the rental market  environment of each of its investment  properties to
assess the feasibility of increasing rents,  maintaining or increasing occupancy
levels and protecting  the  Partnership  from increases in expenses.  As part of
this plan,  the General  Partner  attempts to protect the  Partnership  from the
burden of  inflation-related  increases  in  expenses  by  increasing  rents and
maintaining a high overall occupancy level. However, the General Partner may use
rental  concessions  and  rental  rate  reductions  to offset  softening  market
conditions,  accordingly, there is no guarantee that the General Partner will be
able to sustain such a plan.

Liquidity and Capital Resources

At  September  30,  2003,  the  Partnership  had cash and  cash  equivalents  of
approximately  $620,000  compared to  approximately  $1,372,000 at September 30,
2002. Cash and cash equivalents  decreased  approximately $93,000 since December
31, 2002 due to approximately  $738,000 and approximately  $943,000 of cash used
in  investing  and  financing  activities,  respectively,  partially  offset  by
approximately $1,588,000 of cash provided by operating activities.  Cash used in
investing  activities  consisted  of  property   improvements  and  replacements
partially offset by net receipts from restricted  escrow accounts  maintained by
the mortgage lenders.  Cash used in financing  activities consisted of principal
payments  made  on  the  mortgages  encumbering  the  Partnership's   investment
properties and distributions paid to the partners.  The Partnership  invests its
working capital reserves in interest bearing accounts.

The sufficiency of existing  liquid assets to meet future  liquidity and capital
expenditure   requirements   is  directly   related  to  the  level  of  capital
expenditures  required at the  properties  to  adequately  maintain the physical
assets and other  operating needs of the Partnership and to comply with Federal,
state, and local legal and regulatory requirements. The General Partner monitors
developments in the area of legal and regulatory  compliance and is studying new
federal laws,  including the  Sarbanes-Oxley Act of 2002. The Sarbanes-Oxley Act
of 2002  mandates  or suggests  additional  compliance  measures  with regard to
governance,  disclosure,  audit and other areas. In light of these changes,  the
Partnership  expects that it will incur higher  expenses  related to compliance,
including increased legal and audit fees. Capital  improvements planned for each
of the Partnership's properties are detailed below.

Cedar Rim Apartments

During the nine months ended  September  30,  2003,  the  Partnership  completed
approximately   $122,000  of  capital  improvements  at  Cedar  Rim  Apartments,
consisting  primarily of floor covering and water heater  replacements and water
and sewer  improvements.  These  improvements  were funded  from the  property's
operating cash flow. The Partnership  evaluates the capital improvement needs of
the property  during the year and  currently  expects to complete an  additional
$99,000 in capital  improvements  during the remainder of 2003.  The  additional
capital  improvements  will consist  primarily of appliance  and floor  covering
replacements,  parking lot repairs, signage, and exterior building improvements.
Additional  capital  improvements  may be  considered  and  will  depend  on the
physical  condition  of the  property  as  well  as the  anticipated  cash  flow
generated by the property.

Hidden Cove by the Lake Apartments

During the nine months ended  September  30,  2003,  the  Partnership  completed
approximately  $47,000  of  capital  improvements  at  Hidden  Cove by the  Lake
Apartments,  consisting  primarily of air  conditioning  unit and floor covering
replacements.  These improvements were funded from the property's operating cash
flow. The Partnership  evaluates the capital  improvement  needs of the property
during  the year and  currently  expects to  complete  an  additional  $7,000 in
capital  improvements  during the  remainder  of 2003.  The  additional  capital
improvements   will  consist   primarily  of   appliance   and  floor   covering
replacements.  Additional capital improvements may be considered and will depend
on the physical  condition of the property as well as the anticipated  cash flow
generated by the property.

Lamplighter Park Apartments

During the nine months ended  September  30,  2003,  the  Partnership  completed
approximately  $159,000 of capital  improvements at Lamplighter Park Apartments,
consisting  primarily of swimming pool upgrades,  interior painting,  structural
improvements, and appliance and floor covering replacements.  These improvements
were funded from the property's  operating cash flow. The Partnership  evaluates
the capital  improvement  needs of the  property  during the year and  currently
expects to complete an  additional  $29,000 in capital  improvements  during the
remainder of 2003. The additional capital improvements will consist primarily of
appliance and floor covering  replacements.  Additional capital improvements may
be considered and will depend on the physical  condition of the property as well
as the anticipated cash flow generated by the property.

Park Capital Apartments

During the nine months ended  September  30,  2003,  the  Partnership  completed
approximately  $44,000  of  capital  improvements  at Park  Capital  Apartments,
consisting  primarily  of floor  covering and  elevator  replacements  and major
landscaping  improvements.  These  improvements  were funded from the property's
operating cash flow. The Partnership  evaluates the capital improvement needs of
the property  during the year and  currently  expects to complete an  additional
$18,000 in capital  improvements  during the remainder of 2003.  The  additional
capital  improvements will consist primarily of floor covering  replacements and
walkway improvements. Additional capital improvements may be considered and will
depend on the physical condition of the property as well as the anticipated cash
flow generated by the property.

Tamarac Village Apartments

During the nine months ended  September  30,  2003,  the  Partnership  completed
approximately  $245,000 of capital  improvements at Tamarac Village  Apartments,
consisting   primarily  of  heating  unit  upgrades,   structural  and  elevator
improvements and appliance and floor covering  replacements.  These improvements
were funded from the property's  operating cash flow. The Partnership  evaluates
the capital  improvement  needs of the  property  during the year and  currently
expects to complete an  additional  $34,000 in capital  improvements  during the
remainder of 2003. The additional capital improvements will consist primarily of
floor  covering and appliance  replacements  and exterior  painting.  Additional
capital improvements may be considered and will depend on the physical condition
of the property as well as the anticipated cash flow generated by the property.

Williamsburg Manor Apartments

During the nine months ended  September  30,  2003,  the  Partnership  completed
approximately  $55,000 of capital improvements at Williamsburg Manor Apartments,
consisting primarily of structural improvements and floor covering replacements.
These  improvements  were funded  from the  property's  operating  cash flow and
replacement reserves. The Partnership evaluates the capital improvement needs of
the property  during the year and  currently  expects to complete an  additional
$11,000 in capital  improvements  during the remainder of 2003.  The  additional
capital  improvements  will consist  primarily of appliance  and floor  covering
replacements.  Additional capital improvements may be considered and will depend
on the physical  condition of the property as well as  replacement  reserves and
the anticipated cash flow generated by the property.

Sandpiper I and II Apartments

During the nine months ended  September  30,  2003,  the  Partnership  completed
approximately $161,000 of capital improvements at Sandpiper I and II Apartments,
consisting  primarily of floor covering,  appliance,  air conditioning  unit and
cabinet  replacements,   water  and  sewer  upgrades,   exterior  painting,  and
structural  improvements.  These  improvements  were funded from the  property's
operating cash flow and  replacement  reserves.  The  Partnership  evaluates the
capital  improvement needs of the property during the year and currently expects
to complete an additional $58,000 in capital  improvements  during the remainder
of 2003.  Additional  capital  improvements may be considered and will depend on
the physical  condition of the property as well as replacement  reserves and the
anticipated cash flow generated by the property.

The additional  capital  expenditures will be incurred only if cash is available
from operations and from Partnership  reserves. To the extent that such budgeted
capital improvements are completed,  the Partnership's  distributable cash flow,
if any, may be adversely affected at least in the short term.

The  Partnership's  assets are thought to be sufficient for any near-term  needs
(exclusive  of  capital   improvements)   of  the   Partnership.   The  mortgage
indebtedness    encumbering   the   Partnership's   investment   properties   of
approximately  $45,823,000  has maturity  dates  ranging from  December  2005 to
October 2021. Mortgage  indebtedness  encumbering Tamarac Village,  Hidden Cove,
Lamplighter Park and Cedar Rim Apartments of approximately  $34,998,000 requires
monthly  payments  until the loans mature  between July 2021 and October 2021 at
which time the loans are scheduled to be fully amortized.  Mortgage indebtedness
encumbering  Williamsburg Manor, Sandpiper I and II, and Park Capital Apartments
of  approximately  $10,825,000  requires  interest  only  payments,  matures  in
December 2005 and has balloon payments due at maturity. The General Partner will
attempt to refinance such  indebtedness  and/or sell the  investment  properties
prior to such maturity dates. If the investment  properties cannot be refinanced
or sold for a sufficient amount, the Partnership may risk losing such properties
through foreclosure.

The Partnership  distributed the following  amounts during the nine months ended
September 30, 2003 and 2002 (in thousands, except per unit data):
<TABLE>
<CAPTION>

                                     Per Limited                         Per Limited
                 Nine Months Ended   Partnership    Nine Months Ended    Partnership
                September 30, 2003       Unit       September 30, 2002       Unit

<S>                    <C>              <C>               <C>               <C>
Operations             $ 255            $ 0.66            $ 637             $ 1.65
</TABLE>

Future  cash  distributions  will  depend on the levels of cash  generated  from
operations, timing of debt maturities,  refinancings, and/or property sales, and
the  availability  of  cash  reserves.  The  Partnership's  cash  available  for
distribution is reviewed on a monthly basis. There can be no assurance, however,
that the  Partnership  will  generate  sufficient  funds from  operations  after
required capital expenditures to permit additional distributions to its partners
during the remainder of 2003 or subsequent periods.

Other

In addition to its  indirect  ownership of the general  partner  interest in the
Partnership, AIMCO and its affiliates owned 203,932.70 limited partnership units
(the "Units") in the Partnership representing 53.24% of the outstanding Units at
September  30,  2003. A number of these Units were  acquired  pursuant to tender
offers  made by  AIMCO  or its  affiliates.  It is  possible  that  AIMCO or its
affiliates will acquire  additional  Units in exchange for cash or a combination
of cash and units in AIMCO Properties, L.P., the operating partnership of AIMCO,
either through private  purchases or tender offers.  In this regard, on November
10, 2003, AIMCO Properties, L.P., commenced a tender offer for any and all units
for a purchase  price of $27.88 per Unit.  Such offer  expires on  December  10,
2003. Pursuant to the Partnership  Agreement,  unitholders holding a majority of
the Units are  entitled to take action with respect to a variety of matters that
include, but are not limited to, voting on certain amendments to the Partnership
Agreement and voting to remove the General Partner. As a result of its ownership
of 53.24% of the outstanding  Units,  AIMCO and its affiliates are in a position
to control all such voting decisions with respect to the  Partnership.  Although
the  General  Partner  owes  fiduciary  duties to the  limited  partners  of the
Partnership, the General Partner also owes fiduciary duties to AIMCO as its sole
stockholder. As a result, the duties of the General Partner, as general partner,
to the  Partnership  and its limited  partners may come into  conflict  with the
duties of the General Partner to AIMCO, as its sole stockholder.

Critical Accounting Policies and Estimates

The financial  statements are prepared in accordance with accounting  principles
generally  accepted in the United States which require the  Partnership  to make
estimates and  assumptions.  The  Partnership  believes that of its  significant
accounting  policies,  the following may involve a higher degree of judgment and
complexity.

Impairment of Long-Lived Assets

Investment  properties  are  recorded at cost,  less  accumulated  depreciation,
unless  considered  impaired.  If  events  or  circumstances  indicate  that the
carrying  amount of a property may be  impaired,  the  Partnership  will make an
assessment of its  recoverability  by estimating  the  undiscounted  future cash
flows,  excluding  interest  charges,  of the property.  If the carrying  amount
exceeds the aggregate  future cash flows,  the  Partnership  would  recognize an
impairment  loss to the extent the carrying amount exceeds the fair value of the
property.

Real  property  investments  are  subject  to varying  degrees of risk.  Several
factors  may  adversely  affect  the  economic  performance  and  value  of  the
Partnership's investment properties.  These factors include, but are not limited
to, changes in national,  regional and local economic climate; local conditions,
such  as  an  oversupply  of  multifamily  properties;  competition  from  other
available  multifamily  property owners and changes in market rental rates.  Any
adverse  changes in these  factors could cause  impairment of the  Partnership's
assets.

Revenue Recognition

The Partnership generally leases apartment units for twelve-month terms or less.
Rental income  attributable to leases is recognized  monthly as it is earned and
the Partnership  fully reserves all balances  outstanding  over thirty days. The
Partnership will offer rental concessions during  particularly slow months or in
response to heavy  competition  from other  similar  complexes in the area.  Any
concessions  given at the inception of the lease are amortized  over the life of
the lease.

ITEM 3.     Controls and Procedures

(a) Disclosure Controls and Procedures.  The Partnership's management,  with the
participation of the principal executive officer and principal financial officer
of the General Partner,  who are the equivalent of the  Partnership's  principal
executive officer and principal financial officer,  respectively,  has evaluated
the  effectiveness of the Partnership's  disclosure  controls and procedures (as
such term is defined  in Rules  13a-15(e)  and  15d-15(e)  under the  Securities
Exchange  Act of 1934,  as amended  (the  "Exchange  Act")) as of the end of the
period covered by this report. Based on such evaluation, the principal executive
officer and  principal  financial  officer of the General  Partner,  who are the
equivalent  of the  Partnership's  principal  executive  officer  and  principal
financial  officer,  respectively,  have  concluded  that, as of the end of such
period, the Partnership's disclosure controls and procedures are effective.

(b) Internal Control Over Financial  Reporting.  There have not been any changes
in the Partnership's  internal control over financial reporting (as such term is
defined in Rules  13a-15(f)  and  15d-15(f)  under the Exchange  Act) during the
fiscal quarter to which this report relates that have  materially  affected,  or
are reasonably likely to materially affect,  the Partnership's  internal control
over financial reporting.

                           PART II - OTHER INFORMATION



ITEM 1.     Legal Proceedings

In March 1998, several putative unit holders of limited partnership units of the
Partnership  commenced an action  entitled  Rosalie  Nuanes,  et al. v. Insignia
Financial Group, Inc., et al. (the "Nuanes action") in the Superior Court of the
State of  California  for the  County  of San  Mateo.  The  plaintiffs  named as
defendants,  among others,  the Partnership,  its General Partner and several of
their affiliated  partnerships and corporate  entities.  The action purported to
assert  claims on behalf of a class of  limited  partners  and  derivatively  on
behalf of a number of limited partnerships  (including the Partnership) that are
named as nominal defendants, challenging, among other things, the acquisition of
interests in certain General Partner entities by Insignia  Financial Group, Inc.
("Insignia") and entities that were, at one time,  affiliates of Insignia;  past
tender offers by the Insignia  affiliates to acquire limited  partnership units;
management of the  partnerships  by the Insignia  affiliates;  and the series of
transactions  which  closed on October 1, 1998 and  February  26,  1999  whereby
Insignia and Insignia  Properties Trust,  respectively,  were merged into AIMCO.
The plaintiffs sought monetary damages and equitable relief,  including judicial
dissolution of the Partnership. In addition, during the third quarter of 2001, a
complaint (the "Heller  action") was filed against the same  defendants that are
named in the Nuanes action,  captioned Heller v. Insignia Financial Group. On or
about August 6, 2001,  plaintiffs  filed a first amended  complaint.  The Heller
action was brought as a purported  derivative  action,  and asserted claims for,
among other things,  breach of fiduciary duty, unfair  competition,  conversion,
unjust enrichment, and judicial dissolution.

On January 8, 2003,  the parties filed a  Stipulation  of Settlement in proposed
settlement of the Nuanes action and the Heller action.

In general  terms,  the  proposed  settlement  provides  for  certification  for
settlement  purposes of a settlement class consisting of all limited partners in
this  Partnership and others (the  "Partnerships")  as of December 20, 2002, the
dismissal  with  prejudice  and  release  of claims  in the  Nuanes  and  Heller
litigation,  payment by AIMCO of $9.9  million  (which shall be  distributed  to
settlement  class  members  after  deduction of attorney fees and costs of class
counsel and certain costs of settlement) and up to $1 million toward the cost of
independent  appraisals of the  Partnerships'  properties  by a Court  appointed
appraiser.  An affiliate of the General Partner has also agreed to make at least
one round of tender offers to purchase all of the  partnership  interests in the
Partnerships within one year of final approval, if it is granted, and to provide
partners  with the  independent  appraisals  at the time of these  tenders.  The
proposed  settlement  also provided for the  limitation  of the allowable  costs
which the General  Partner or its  affiliates  will charge the  Partnerships  in
connection with this litigation and imposes limits on the class counsel fees and
costs in this litigation.  On April 11, 2003,  notice was distributed to limited
partners providing the details of the proposed settlement.

On June 13, 2003, the Court granted final approval of the settlement and entered
judgment in both the Nuanes and Heller actions.  On August 12, 2003, an objector
filed an appeal  seeking  to vacate  and/or  reverse  the  order  approving  the
settlement and entering judgment thereto.  The General Partner intends to file a
respondent's  brief in support of the order  approving  settlement  and entering
judgment thereto.

The  General  Partner  does not  anticipate  that any costs to the  Partnership,
whether legal or settlement costs,  associated with these cases will be material
to the Partnership's overall operations.

On August 8, 2003 AIMCO  Properties  L.P., an affiliate of the General  Partner,
was served with a Complaint in the United  States  District  Court,  District of
Columbia alleging that AIMCO Properties L.P.  willfully  violated the Fair Labor
Standards  Act (FLSA) by failing to pay  maintenance  workers  overtime  for all
hours  worked  in  excess  of forty  per  week.  The  Complaint  is  styled as a
Collective  Action  under  the FLSA and seeks to  certify  state  subclasses  in
California, Maryland, and the District of Columbia. Specifically, the plaintiffs
contend that AIMCO Properties L.P. failed to compensate  maintenance workers for
time  that they were  required  to be  "on-call".  Additionally,  the  Complaint
alleges AIMCO  Properties  L.P.  failed to comply with the FLSA in  compensating
maintenance  workers  for time that they  worked in  responding  to a call while
"on-call".  The  Complaint  also  attempts  to certify a subclass  for  salaried
service  directors who are challenging  their  classification as exempt from the
overtime  provisions of the FLSA.  AIMCO  Properties L.P. has filed an answer to
the Complaint denying the substantive  allegations.  Although the outcome of any
litigation is uncertain,  in the opinion of the General  Partner the claims will
not result in any material liability to the Partnership.

ITEM 6.     EXHIBITS AND REPORTS ON FORM 8-K

      a) Exhibits:

            Exhibit 3.1, Certificate of Limited Partnership,  as amended to date
            (Exhibit 3 to the Registrant's  Annual Report on Form 10-KSB for the
            year ended December 31, 2002, is incorporated herein by reference).

            Exhibit  3.2,  Agreement  of Limited  Partnership,  incorporated  by
            reference to Exhibit 3 to the Partnership's  Registration  Statement
            on  Amendment 1 on Form S-11 (Reg.  No.  2-97664)  filed on July 17,
            1985.

            Exhibit 31.1, Certification of equivalent of Chief Executive Officer
            pursuant to Securities  Exchange Act Rules  13a-14(a)/15d-14(a),  as
            Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

            Exhibit 31.2, Certification of equivalent of Chief Financial Officer
            pursuant to Securities  Exchange Act Rules  13a-14(a)/15d-14(a),  as
            Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

            Exhibit 32.1,  Certification  Pursuant to 18 U.S.C. Section 1350, as
            Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

      b) Reports on Form 8-K:

            None filed during the quarter ended September 30, 2003.


<PAGE>


                                   SIGNATURES



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



                                 CONSOLIDATED CAPITAL INSTITUTIONAL PROPERTIES/3


                                    By:   CONCAP EQUITIES, INC.
                                          Its General Partner


                                    By:   /s/Patrick J. Foye
                                          Patrick J. Foye
                                          Executive Vice President


                                    By:   /s/Paul J. McAuliffe
                                          Paul J. McAuliffe
                                          Executive Vice President
                                          and Chief Financial Officer


                                    Date: November 13, 2003



<PAGE>



Exhibit 31.1


                                  CERTIFICATION

I, Patrick J. Foye, certify that:

1.    I have  reviewed  this  quarterly  report on Form  10-QSB of  Consolidated
      Capital Institutional Properties/3;

2.    Based on my knowledge,  this 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
      report;

3.    Based on my  knowledge,  the  financial  statements,  and other  financial
      information  included  in this  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 report;

4.    The  registrant's  other  certifying  officer(s) and I are responsible for
      establishing  and  maintaining  disclosure  controls  and  procedures  (as
      defined in Exchange Act Rules  13a-15(e) and 15d-15(e)) for the registrant
      and have:

      (a)   Designed such  disclosure  controls and  procedures,  or caused such
            disclosure   controls  and  procedures  to  be  designed  under  our
            supervision,  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 report is being prepared;

      (b)   Evaluated the effectiveness of the registrant's  disclosure controls
            and  procedures and presented in this report our  conclusions  about
            the effectiveness of the disclosure  controls and procedures,  as of
            the  end  of the  period  covered  by  this  report  based  on  such
            evaluation; and

      (c)   Disclosed  in this  report any change in the  registrant's  internal
            control  over   financial   reporting   that  occurred   during  the
            registrant's  most recent fiscal  quarter (the  registrant's  fourth
            fiscal  quarter in the case of an annual report) that has materially
            affected,   or  is  reasonably  likely  to  materially  affect,  the
            registrant's internal control over financial reporting; and

5.    The registrant's other certifying  officer(s) and I have disclosed,  based
      on  our  most  recent   evaluation  of  internal  control  over  financial
      reporting,  to the  registrant's  auditors and the audit  committee of the
      registrant's  board of directors  (or persons  performing  the  equivalent
      functions):

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

      (b)   Any fraud,  whether or not  material,  that  involves  management or
            other  employees  who have a  significant  role in the  registrant's
            internal control over financial reporting.

Date: November 13, 2003

                                /s/Patrick J. Foye
                                Patrick J. Foye
                                Executive  Vice  President  of ConCap  Equities,
                                Inc.,  equivalent of the chief executive officer
                                of the Partnership


<PAGE>



Exhibit 31.2


                                  CERTIFICATION


I, Paul J. McAuliffe, certify that:


1.    I have  reviewed  this  quarterly  report on Form  10-QSB of  Consolidated
      Capital Institutional Properties/3;

2.    Based on my knowledge,  this 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
      report;

3.    Based on my  knowledge,  the  financial  statements,  and other  financial
      information  included  in this  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 report;

4.    The  registrant's  other  certifying  officer(s) and I are responsible for
      establishing  and  maintaining  disclosure  controls  and  procedures  (as
      defined in Exchange Act Rules  13a-15(e) and 15d-15(e)) for the registrant
      and have:

      (a)   Designed such  disclosure  controls and  procedures,  or caused such
            disclosure   controls  and  procedures  to  be  designed  under  our
            supervision,  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 report is being prepared;

      (b)   Evaluated the effectiveness of the registrant's  disclosure controls
            and  procedures and presented in this report our  conclusions  about
            the effectiveness of the disclosure  controls and procedures,  as of
            the  end  of the  period  covered  by  this  report  based  on  such
            evaluation; and

      (c)   Disclosed  in this  report any change in the  registrant's  internal
            control  over   financial   reporting   that  occurred   during  the
            registrant's  most recent fiscal  quarter (the  registrant's  fourth
            fiscal  quarter in the case of an annual report) that has materially
            affected,   or  is  reasonably  likely  to  materially  affect,  the
            registrant's internal control over financial reporting; and

5.    The registrant's other certifying  officer(s) and I have disclosed,  based
      on  our  most  recent   evaluation  of  internal  control  over  financial
      reporting,  to the  registrant's  auditors and the audit  committee of the
      registrant's  board of directors  (or persons  performing  the  equivalent
      functions):

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

      (b)   Any fraud,  whether or not  material,  that  involves  management or
            other  employees  who have a  significant  role in the  registrant's
            internal control over financial reporting.

Date: November 13, 2003

                                /s/Paul J. McAuliffe
                                Paul J. McAuliffe
                                Executive  Vice  President  and Chief  Financial
                                Officer of ConCap Equities,  Inc., equivalent of
                                the chief financial officer of the Partnership



<PAGE>


Exhibit 32.1


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



In connection with the Quarterly  Report on Form 10-QSB of Consolidated  Capital
Institutional  Properties/3 (the "Partnership"),  for the quarterly period ended
September 30, 2003 as filed with the Securities  and Exchange  Commission on the
date hereof (the  "Report"),  Patrick J. Foye,  as the  equivalent  of the chief
executive officer of the Partnership,  and Paul J. McAuliffe,  as the equivalent
of the chief  financial  officer  of the  Partnership,  each  hereby  certifies,
pursuant to 18 U.S.C.  Section 1350,  as adopted  pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002, that, to the best of his knowledge:

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

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


                                           /s/Patrick J. Foye
                                    Name:  Patrick J. Foye
                                    Date:  November 13, 2003


                                           /s/Paul J. McAuliffe
                                    Name:  Paul J. McAuliffe
                                    Date:  November 13, 2003


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