FORM 10-QSB--QUARTERLY OR TRANSITIONAL REPORT UNDER SECTION 13 OR 15(d) OF
                     THE SECURITIES EXCHANGE ACT OF 1934



                   U.S. 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 March 31, 2002


[ ]   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 small business issuer 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)


Check  whether the Issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the  Exchange  Act during the past 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.
Yes X  No___

<PAGE>

                         PART I - FINANCIAL INFORMATION

ITEM 1.     FINANCIAL STATEMENTS

a)

               CONSOLIDATED CAPITAL INSTITUTIONAL PROPERTIES/3

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

                                 March 31, 2002

<TABLE>
<CAPTION>

Assets
<S>                                                                       <C>
   Cash and cash equivalents                                              $ 1,096
   Receivables and deposits                                                   913
   Restricted escrows                                                         416
   Other assets                                                             1,542
   Investment properties:
      Land                                               $ 8,641
      Buildings and related personal property              48,715
                                                           57,356
      Less accumulated depreciation                       (23,443)         33,913

                                                                         $ 37,880
Liabilities and Partners' Deficit
Liabilities
   Accounts payable                                                        $ 353
   Tenant security deposit liabilities                                        311
   Accrued property taxes                                                     274
   Other liabilities                                                          725
   Mortgage notes payable                                                  47,162

Partners' Deficit
   General partner                                        $ (951)
   Limited partners (383,033 units outstanding)            (9,994)        (10,945)
                                                                         $ 37,880

                See Accompanying Notes to Financial Statements

</TABLE>

<PAGE>
b)

               CONSOLIDATED CAPITAL INSTITUTIONAL PROPERTIES/3

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


                                                          Three Months Ended
                                                              March 31,
                                                         2002            2001
Revenues:
  Rental income                                         $ 2,976        $ 3,251
  Other income                                              395            338
  Casualty gain                                             292             --
      Total revenues                                      3,663          3,589

Expenses:
  Operating                                               1,167          1,184
  General and administrative                                153            159
  Depreciation                                              733            730
  Interest                                                  886            528
  Property taxes                                            179            201
      Total expenses                                      3,118          2,802

Net income                                               $  545         $  787

Net income allocated to general partner (1%)                  5              8
Net income allocated to limited partners (99%)              540            779
                                                         $  545         $  787

Net income per limited partnership unit                  $ 1.41         $ 2.03

Distributions per limited partnership unit               $   --         $ 5.01

                See Accompanying Notes to Financial Statements
<PAGE>
c)

                 CONSOLIDATED CAPITAL INSTITUTIONAL PROPERTIES/3

                   STATEMENTS OF CHANGES IN PARTNERS' DEFICIT
                                   (Unaudited)
                      (in thousands, except per 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, 2001                  383,033       $ (956)     $(10,534)   $(11,490)

Net income for the three months
   ended March 31, 2002                    --             5          540         545

Partners' deficit at
   March 31, 2002                     383,033       $ (951)     $ (9,994)   $(10,945)

                See Accompanying Notes to Financial Statements

</TABLE>

<PAGE>
d)
                 CONSOLIDATED CAPITAL INSTITUTIONAL PROPERTIES/3

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

                                                                 Three Months Ended
                                                                       March 31,
                                                                  2002        2001
Cash flows from operating activities:
<S>                                                              <C>          <C>
  Net income                                                     $ 545        $ 787
  Adjustments to reconcile net income to net cash provided
   by operating activities:
      Casualty gain                                                (292)          --
      Depreciation                                                  733          730
      Amortization of loan costs                                     27           26
      Change in accounts:
        Receivables and deposits                                   (253)          87
        Other assets                                               (209)        (172)
        Accounts payable                                            206         (213)
        Tenant security deposit liabilities                          (4)           4
        Accrued property taxes                                       63          108
        Other liabilities                                           312         (150)
           Net cash provided by operating activities              1,128        1,207

Cash flows from investing activities:
  Property improvements and replacements                           (891)        (313)
  Insurance proceeds received                                       529           --
  Net receipts from restricted escrows                               29          237
           Net cash used in investing activities                   (333)         (76)

Cash flows from financing activities:
  Distributions to partners                                          --       (1,938)
  Payments on mortgage notes payable                               (209)          --
           Net cash used in financing activities                   (209)      (1,938)

Net increase (decrease) in cash and cash equivalents                586         (807)

Cash and cash equivalents at beginning of period                    510        2,010

Cash and cash equivalents at end of period                      $ 1,096      $ 1,203

Supplemental disclosure of cash flow information:
  Cash paid for interest                                         $ 864        $ 501

At  December  31,  2001,  approximately  $21,000 of  property  improvements  and
replacements  were  included in accounts  payable which are included in property
improvements and replacements during the three months ended March 31, 2002.

At December 31, 2001, approximately $237,000 of insurance proceeds were included
in accounts  receivable  which are  included  in casualty  gain during the three
months ended March 31, 2002.

                See Accompanying Notes to Financial Statements

</TABLE>

<PAGE>
e)
               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 month period
ended March 31, 2002, are not necessarily  indicative of the results that may be
expected for the fiscal year ending December 31, 2002. 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, 2001.

Note B - Related Party Transactions

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.

During the three months ended March 31, 2002 and 2001, affiliates of the General
Partner  were  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  $181,000 and
$177,000 for management fees for the three months ended March 31, 2002 and 2001,
respectively, which is included in operating expenses.

Affiliates  of  the  General  Partner  received   reimbursement  of  accountable
administrative expenses amounting to approximately $130,000 and $137,000 for the
three months ended March 31, 2002 and 2001,  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 Managing  General Partner of  approximately  $16,000 and $2,000
for  the  three  months  ended  March  31,  2002  and  2001,  respectively.  The
construction  management fees are calculated  based on a percentage of additions
to investment properties.

Beginning in 2001, the  Partnership  began insuring 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 three months ended March 31,
2002  and  2001,  the  Partnership  was  charged  by  AIMCO  and its  affiliates
approximately  $125,000 and $158,000,  respectively,  for insurance coverage and
fees associated with policy claims administration.

Note C - Casualty

In October 2001, a fire occurred at  Lamplighter  Park  Apartments  which caused
damage to thirty  units of the  complex.  As a result,  the assets  and  related
accumulated  depreciation  with a net book value of $237,000 were written off in
2001 and an insurance  receivable of $237,000 was recorded at December 31, 2001.
During the three months ended March 31, 2002 insurance proceeds of approximately
$529,000  were  received  which  resulted  in a casualty  gain of  approximately
$292,000  relating to this  casualty  being  recognized  during the three months
ended March 31, 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 purports to
assert  claims on behalf of a class of  limited  partners  and  derivatively  on
behalf of a number of limited partnerships (including the Partnership) which 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 which 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 seek monetary damages and equitable  relief,  including  judicial
dissolution of the  Partnership.  On June 25, 1998, the General  Partner filed a
motion seeking dismissal of the action. In lieu of responding to the motion, the
plaintiffs  filed an amended  complaint.  The General Partner filed demurrers to
the amended complaint which were heard February 1999.

Pending the ruling on such  demurrers,  settlement  negotiations  commenced.  On
November 2, 1999,  the parties  executed and filed a Stipulation  of Settlement,
settling claims, subject to court approval, on behalf of the Partnership and all
limited partners who owned units as of November 3, 1999. Preliminary approval of
the  settlement  was obtained on November 3, 1999 from the Court,  at which time
the Court set a final  approval  hearing for  December  10,  1999.  Prior to the
December  10,  1999  hearing,  the  Court  received  various  objections  to the
settlement, including a challenge to the Court's preliminary approval based upon
the alleged lack of authority of prior lead counsel to enter the settlement.  On
December  14,  1999,  the General  Partner  and its  affiliates  terminated  the
proposed settlement.  In February 2000, counsel for some of the named plaintiffs
filed a motion to disqualify plaintiff's lead and liaison counsel who negotiated
the settlement.  On June 27, 2000, the Court entered an order disqualifying them
from the case and an appeal was taken  from the order on  October  5,  2000.  On
December 4, 2000, the Court  appointed the law firm of Lieff Cabraser  Heimann &
Bernstein  LLP as new  lead  counsel  for  plaintiffs  and the  putative  class.
Plaintiffs  filed a third  amended  complaint on January 19,  2001.  On March 2,
2001,  the  General  Partner  and its  affiliates  filed a demurrer to the third
amended  complaint.  On May 14, 2001,  the Court heard the demurrer to the third
amended  complaint.  On July 10,  2001,  the Court  issued  an order  sustaining
defendants'  demurrer on certain grounds.  On July 20, 2001,  Plaintiffs filed a
motion for  reconsideration  of the Court's July 10, 2001 order granting in part
and denying in part defendants' demurrer. On September 7, 2001, Plaintiffs filed
a fourth amended class and derivative action  complaint.  On September 12, 2001,
the Court denied Plaintiffs' motion for reconsideration. On October 5, 2001, the
General Partner and affiliated defendants filed a demurrer to the fourth amended
complaint,  which was heard on December 11, 2001. On February 2, 2002, the Court
served its order granting in part the demurrer.  The Court has dismissed without
leave  to amend  certain  of the  plaintiffs'  claims.  On  February  11,  2002,
plaintiffs  filed a motion seeking to certify a putative class  comprised of all
non-affiliated  persons  who own or have owned  units in the  partnerships.  The
General Partner and affiliated  defendants oppose the motion. On April 29, 2002,
the Court heard argument on the motion and ordered further  briefing after which
time the matter will be taken under submission. The Court has set the matter for
trial in January 2003.

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 first amended complaint in the Heller action is
brought as a purported  derivative  action,  and asserts  claims for among other
things  breach  of  fiduciary  duty;  unfair  competition;   conversion,  unjust
enrichment;  and judicial  dissolution.  Plaintiffs in the Nuanes action filed a
motion to  consolidate  the Heller action with the Nuanes action and stated that
the Heller action was filed in order to preserve the derivative claims that were
dismissed  without  leave to amend in the Nuanes action by the Court order dated
July 10, 2001. On October 5, 2001, the General Partner and affiliated defendants
moved to strike the first  amended  complaint in its entirety for  violating the
Court's  July 10, 2001 order  granting  in part and denying in part  defendants'
demurrer in the Nuanes action, or  alternatively,  to strike certain portions of
the  complaint  based on the statute of  limitations.  Other  defendants  in the
action demurred to the fourth amended complaint,  and,  alternatively,  moved to
strike the  complaint.  On December  11, 2001,  the court heard  argument on the
motions and took the matters under  submission.  On February 4, 2002,  the Court
served  notice of its order  granting  defendants'  motion to strike  the Heller
complaint  as a violation  of its July 10, 2001 order in the Nuanes  action.  On
March 27, 2002, the plaintiffs  filed a notice  appealing the order striking the
complaint.

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

The  Partnership is unaware of any other pending or outstanding  litigation that
is not of a routine nature arising in the ordinary course of business.
<PAGE>

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

The  matters  discussed  in this Form  10-QSB  contain  certain  forward-looking
statements  and  involve  risks and  uncertainties  (including  changing  market
conditions,   competitive  and  regulatory   matters,   etc.)  detailed  in  the
disclosures  contained  in this  Form  10-QSB  and the  other  filings  with the
Securities and Exchange Commission made by the Registrant from time to time. The
discussion of the  Registrant's  business and results of  operations,  including
forward-looking  statements  pertaining  to such  matters,  does not  take  into
account the effects of any changes to the  Registrant's  business and results of
operations.  Accordingly,  actual  results  could differ  materially  from those
projected in the forward-looking  statements as a result of a number of factors,
including those identified herein.

The  Partnership's  investment  properties at March 31, 2002  consisted of seven
apartment complexes. The following table sets forth the average occupancy of the
properties for each of the three month periods ended March 31, 2002 and 2001:

                                                   Average Occupancy
      Property                                      2002       2001

      Cedar Rim                                     91%        87%
        New Castle, Washington
      Hidden Cove by the Lake                       95%        90%
        Belleville, Michigan
      Lamplighter Park                              82%        92%
        Bellevue, Washington
      Park Capital                                  99%        89%
        Salt Lake City, Utah
      Sandpiper I and II                            93%        96%
        St. Petersburg, Florida
      Tamarac Village I, II, III, IV                88%        96%
        Denver, Colorado
      Williamsburg Manor                            90%        96%
        Cary, North Carolina

The General Partner  attributes the decrease in occupancy at Lamplighter Park to
30 units damaged by a fire in October 2001. The decrease in occupancy at Tamarac
Village,  Williamsburg  Manor  and  Sandpiper  I and  II  Apartments  is  due to
increased layoffs and transfers at area companies.  The increase in occupancy at
Hidden Cove is due to capital  improvements  at the property  which improved its
curb  appeal.  The  increase  in  occupancy  at  Cedar  Rim is due to  increased
advertising.  The  increase in  occupancy  at Park  Capital is due to  increased
traffic due to the Winter Olympic Games in Salt Lake City.

Results of Operations

The  Partnership had net income of  approximately  $545,000 for the three months
ended March 31, 2002,  compared to  approximately  $787,000 for the three months
ended March 31, 2001.  The decrease in net income is due to an increase in total
expenses partially offset by an increase in total revenue.

Total expenses  increased due primarily to increased  interest expense partially
offset by a decrease in operating  and property tax expenses.  Interest  expense
increased  due to the  refinancings  during  2001 of the  mortgages  encumbering
Tamarac Village,  Lamplighter Park, and Cedar Rim Apartments which increased the
debt balance at each of these properties.  Operating expense decreased primarily
due to reduced  utility  expenses  primarily  at  Tamarac  Village  and  reduced
commissions  and  bonuses  primarily  at  Tamarac  Village,   Park  Capital  and
Lamplighter Park Apartments.  These decreases were partially offset by increased
property insurance expenses at all of the Partnership's properties. Property tax
expense  decreased  due to the timing of the  receipt of the tax bill at Tamarac
Village which affected the tax accruals recorded for the respective periods.

General  and  administrative  expenses  remained  relatively  constant  over the
comparable  periods.  Included  in general and  administrative  expenses at both
March 31, 2002 and 2001 are  reimbursements to the General Partner allowed under
the Partnership Agreement associated with its management of the Partnership.  In
addition,  costs  associated with the quarterly and annual  communications  with
investors  and  regulatory  agencies  and  the  annual  audit  required  by  the
Partnership Agreement are included.

Total revenues  increased  primarily due to a casualty gain at Lamplighter  Park
during the three  months  ended March 31,  2002 and an increase in other  income
partially  offset by a  decrease  in rental  income.  In  October  2001,  a fire
occurred at Lamplighter  Park Apartments  which caused damage to thirty units of
the complex. As a result, the assets and related accumulated depreciation with a
net book value of $237,000 were written off in 2001 and an insurance  receivable
of $237,000 was  recorded at December  31,  2001.  During the three months ended
March 31, 2002 insurance proceeds of approximately  $529,000 were received which
resulted in a casualty gain of approximately  $292,000 relating to this casualty
being  recognized  during the three months  ended March 31,  2002.  Other income
increased due to increased utility  reimbursements and corporate housing revenue
at Sandpiper I and II,  Tamarac  Village,  and Park Capital  Apartments.  Rental
income decreased  primarily due to decreases in occupancy at Williamsburg Manor,
Tamarac Village,  and Lamplighter Park Apartments and an increase in bad debt at
Tamarac Village  Apartments  partially offset by insurance  proceeds received at
Lamplighter Park Apartments for lost rents associated with the casualty.

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,  due to changing  market
conditions,  which  can  result  in the use of  rental  concessions  and  rental
reductions to offset softening market conditions, there is no guarantee that the
General Partner will be able to sustain such a plan.

Liquidity and Capital Resources

At  March  31,  2002,  the  Partnership   held  cash  and  cash  equivalents  of
approximately $1,096,000 compared to approximately $1,203,000 at March 31, 2001.
The increase in cash and cash  equivalents  for the three months ended March 31,
2002,  from the  Partnership's  year ended December 31, 2001, was  approximately
$586,000.  This increase is due to approximately  $1,128,000 of cash provided by
operating  activities  which was offset by  $333,000  of cash used in  investing
activities and approximately $209,000 of cash used in financing activities. Cash
used in investing activities consisted of property improvements and replacements
partially  offset  by  insurance  proceeds  received  and net  withdrawals  from
restricted  escrows.  Cash used in financing  activities  consisted of principal
payments on mortgage notes payable.  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 Registrant and to comply with Federal,
state, and local legal and regulatory requirements. Capital improvements planned
for each of the Registrant's properties are detailed below.

Cedar Rim

During  the  three  months  ended  March 31,  2002,  the  Partnership  completed
approximately  $19,000  of  capital  improvements  at the  property,  consisting
primarily of floor covering  replacements.  These  improvements were funded from
the property's  operating cash flow. The  Partnership  has evaluated the capital
improvement  needs  of the  property  for  the  year.  The  amount  budgeted  is
approximately  $37,000,  consisting  primarily of floor  covering  replacements.
Additional  improvements  may be  considered  and will  depend  on the  physical
condition  of the  property as well as  anticipated  cash flow  generated by the
property.

Hidden Cove by the Lake

During  the  three  months  ended  March 31,  2002,  the  Partnership  completed
approximately $18,000 of capital  improvements,  consisting primarily of heating
replacements,   floor  covering   replacements  and  office   equipment.   These
improvements   were  funded  from  the  property's   operating  cash  flow.  The
Partnership has evaluated the capital  improvement needs of the property for the
year. The amount  budgeted is  approximately  $94,000,  consisting  primarily of
structural repairs and floor covering replacements.  Additional improvements may
be considered and will depend on the physical  condition of the property as well
as anticipated cash flow generated by the property.

Lamplighter Park

During  the  three  months  ended  March 31,  2002,  the  Partnership  completed
approximately   $509,000  of  capital  improvements,   consisting  primarily  of
construction  in progress on units  damaged in a fire in October  2001 and floor
covering  replacements.  These improvements were funded from operating cash flow
and insurance  proceeds.  The Partnership has evaluated the capital  improvement
needs of the  property  for the  year.  The  amount  budgeted  is  approximately
$546,000,  consisting  primarily of parking  area  improvements,  swimming  pool
improvements,  floor covering replacements,  and reconstructing the fire damaged
units. Additional improvements may be considered and will depend on the physical
condition  of the  property as well as  anticipated  cash flow  generated by the
property.

Park Capital

During  the  three  months  ended  March 31,  2002,  the  Partnership  completed
approximately   $18,000  of  capital   improvements,   consisting  primarily  of
landscaping  improvements and floor covering  replacements.  These  improvements
were funded from operating cash flow. The  Partnership has evaluated the capital
improvement  needs  of the  property  for  the  year.  The  amount  budgeted  is
approximately  $64,000,  consisting  primarily of floor  covering  replacements,
electrical improvements and appliance replacements.  Additional improvements may
be considered and will depend on the physical  condition of the property as well
as anticipated cash flow generated by the property.

Tamarac Village

During  the  three  months  ended  March 31,  2002,  the  Partnership  completed
approximately   $164,000  of  capital  improvements,   consisting  primarily  of
electrical  upgrades,  parking area  improvements,  structural  improvements and
floor covering replacements.  These improvements were funded from operating cash
flow.  The  Partnership  has  evaluated  the  capital  improvement  needs of the
property for the year. The amount budgeted is approximately $347,000, consisting
primarily of parking area  improvements,  electrical  upgrades,  floor  covering
replacements,  interior  decoration,  structural  improvements,  window covering
replacements,  air  conditioning  unit  replacements,  appliances  and  elevator
upgrades.  Additional  improvements  may be  considered  and will  depend on the
physical condition of the property as well as anticipated cash flow generated by
the property.

Williamsburg Manor

During  the  three  months  ended  March 31,  2002,  the  Partnership  completed
approximately $78,000 of capital improvements,  consisting primarily of plumbing
fixtures, land improvements, floor covering replacements, and water submetering.
These  expenditures  were  funded  from  operating  cash  flow  and  replacement
reserves.  The  Partnership has evaluated the capital  improvement  needs of the
property for the year. The amount budgeted is approximately $109,000, consisting
primarily of air  conditioning  unit  replacement,  cabinet  replacement,  floor
covering replacements, structural improvements and water submetering. Additional
improvements may be considered and will depend on the physical  condition of the
property as well as replacement  reserves and anticipated cash flow generated by
the property.

Sandpiper I and II

During  the  three  months  ended  March 31,  2002,  the  Partnership  completed
approximately  $64,000 of capital  improvements  consisting  primarily  of floor
covering  replacements,  office computers,  and structural  improvements.  These
improvements were funded from operating cash flow. The Partnership has evaluated
the capital  improvement needs of the property for the year. The amount budgeted
is   approximately   $100,000,   consisting   primarily   of  signage,   cabinet
replacements,   floor   covering   replacements,   plumbing   fixtures  and  air
conditioning  replacements.  Additional  improvements may be considered and will
depend on the physical condition of the property as well as replacement reserves
and anticipated cash flow generated by the property.

The additional  capital  expenditures will be incurred only if cash is available
from operations or from Partnership  reserves.  To the extent that such budgeted
capital improvements are required, the Registrant's  distributable cash flow, if
any, may be adversely affected.

The Partnership's  current assets are thought to be sufficient for any near-term
needs  (exclusive  of capital  improvements)  of the  Registrant.  The  mortgage
indebtedness  of  approximately  $47,162,000  has  maturity  dates  ranging from
December  2005 to October  2021.  The  mortgage  indebtedness  of  approximately
$36,337,000 that was refinanced  during 2001 requires monthly payments until the
loans  mature  between  July 2021 and  October  2021 at which time the loans are
scheduled to be fully amortized.  The Partnership's other mortgage  indebtedness
of $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 properties  prior to such maturity dates. If
the  properties  cannot  be  refinanced  or sold for a  sufficient  amount,  the
Registrant may risk losing such properties through foreclosure.

Pursuant to the Partnership Agreement,  the term of the Partnership is scheduled
to expire on December 31, 2015. Accordingly,  prior to such date the Partnership
will need to either  sell its  investment  properties  or extend the term of the
Partnership.

The Partnership  distributed the following amounts during the three months ended
March 31, 2002 and 2001 (in thousands, except per unit data):

                  Three Months     Per Limited      Three Months     Per Limited
                     Ended         Partnership         Ended         Partnership
                 March 31, 2002        Unit        March 31, 2001        Unit

Operations            $ --             $ --            $1,938           $ 5.01

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 distributions to its partners during the
remainder of 2002 or subsequent periods.

In addition to its  indirect  ownership of the general  partner  interest in the
Partnership,  AIMCO and its affiliates currently own 198,108 limited partnership
units in the Partnership  representing 51.72% of the outstanding units. 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 make one or more
additional offers to acquire  additional  limited  partnership  interests in the
Partnership  for cash or in exchange for units in the operating  partnership  of
AIMCO. Under the Partnership  Agreement,  unitholders  holding a majority of the
units are  entitled to take action with  respect to a variety of matters,  which
would  include  voting on certain  amendments to the  Partnership  Agreement and
voting to remove the General Partner.  As a result of its ownership of 51.72% of
the outstanding  units, AIMCO is in a position to influence all voting decisions
with  respect to the  Registrant.  When  voting on  matters,  AIMCO would in all
likelihood  vote the units it acquired in a manner  favorable to the interest of
the General Partner because of their affiliation with the General Partner.
<PAGE>
                           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 purports to
assert  claims on behalf of a class of  limited  partners  and  derivatively  on
behalf of a number of limited partnerships (including the Partnership) which 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 which 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 seek monetary damages and equitable  relief,  including  judicial
dissolution of the  Partnership.  On June 25, 1998, the General  Partner filed a
motion seeking dismissal of the action. In lieu of responding to the motion, the
plaintiffs  filed an amended  complaint.  The General Partner filed demurrers to
the amended complaint which were heard February 1999.

Pending the ruling on such  demurrers,  settlement  negotiations  commenced.  On
November 2, 1999,  the parties  executed and filed a Stipulation  of Settlement,
settling claims, subject to court approval, on behalf of the Partnership and all
limited partners who owned units as of November 3, 1999. Preliminary approval of
the  settlement  was obtained on November 3, 1999 from the Court,  at which time
the Court set a final  approval  hearing for  December  10,  1999.  Prior to the
December  10,  1999  hearing,  the  Court  received  various  objections  to the
settlement, including a challenge to the Court's preliminary approval based upon
the alleged lack of authority of prior lead counsel to enter the settlement.  On
December  14,  1999,  the General  Partner  and its  affiliates  terminated  the
proposed settlement.  In February 2000, counsel for some of the named plaintiffs
filed a motion to disqualify plaintiff's lead and liaison counsel who negotiated
the settlement.  On June 27, 2000, the Court entered an order disqualifying them
from the case and an appeal was taken  from the order on  October  5,  2000.  On
December 4, 2000, the Court  appointed the law firm of Lieff Cabraser  Heimann &
Bernstein  LLP as new  lead  counsel  for  plaintiffs  and the  putative  class.
Plaintiffs  filed a third  amended  complaint on January 19,  2001.  On March 2,
2001,  the  General  Partner  and its  affiliates  filed a demurrer to the third
amended  complaint.  On May 14, 2001,  the Court heard the demurrer to the third
amended  complaint.  On July 10,  2001,  the Court  issued  an order  sustaining
defendants'  demurrer on certain grounds.  On July 20, 2001,  Plaintiffs filed a
motion for  reconsideration  of the Court's July 10, 2001 order granting in part
and denying in part defendants' demurrer. On September 7, 2001, Plaintiffs filed
a fourth amended class and derivative action  complaint.  On September 12, 2001,
the Court denied Plaintiffs' motion for reconsideration. On October 5, 2001, the
General Partner and affiliated defendants filed a demurrer to the fourth amended
complaint,  which was heard on December 11, 2001. On February 2, 2002, the Court
served its order granting in part the demurrer.  The Court has dismissed without
leave  to amend  certain  of the  plaintiffs'  claims.  On  February  11,  2002,
plaintiffs  filed a motion seeking to certify a putative class  comprised of all
non-affiliated  persons  who own or have owned  units in the  partnerships.  The
General Partner and affiliated  defendants oppose the motion. On April 29, 2002,
the Court heard argument on the motion and ordered further  briefing after which
time the matter will be taken under submission. The Court has set the matter for
trial in January 2003.

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 first amended complaint in the Heller action is
brought as a purported  derivative  action,  and asserts  claims for among other
things  breach  of  fiduciary  duty;  unfair  competition;   conversion,  unjust
enrichment;  and judicial  dissolution.  Plaintiffs in the Nuanes action filed a
motion to  consolidate  the Heller action with the Nuanes action and stated that
the Heller action was filed in order to preserve the derivative claims that were
dismissed  without  leave to amend in the Nuanes action by the Court order dated
July 10, 2001. On October 5, 2001, the General Partner and affiliated defendants
moved to strike the first  amended  complaint in its entirety for  violating the
Court's  July 10, 2001 order  granting  in part and denying in part  defendants'
demurrer in the Nuanes action, or  alternatively,  to strike certain portions of
the  complaint  based on the statute of  limitations.  Other  defendants  in the
action demurred to the fourth amended complaint,  and,  alternatively,  moved to
strike the  complaint.  On December  11, 2001,  the court heard  argument on the
motions and took the matters under  submission.  On February 4, 2002,  the Court
served  notice of its order  granting  defendants'  motion to strike  the Heller
complaint  as a violation  of its July 10, 2001 order in the Nuanes  action.  On
March 27, 2002, the plaintiffs  filed a notice  appealing the order striking the
complaint.

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

ITEM 6.     EXHIBITS AND REPORTS ON FORM 8-K

            a)    Exhibits:

                  None.

            b)    Reports on Form 8-K filed  during the quarter  ended March 31,
                  2002:

                  None.

<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/Martha L. Long
                                          Martha L. Long
                                          Senior Vice President
                                          and Controller


                                    Date: