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, 2000


[ ] 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  preceding  12 months (or for such
shorter period that the  registrant was required to file such reports),  and (2)
has been subject to such filing requirements for the past 90 days. 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, 2000
<TABLE>
<CAPTION>

Assets
<S>                                                                       <C>
   Cash and cash equivalents                                              $ 5,195
   Receivables and deposits                                                   351
   Restricted escrows                                                         625
   Other assets                                                               627
   Investment properties:
      Land                                               $  8,641
      Buildings and related personal property              45,037
                                                           53,678

      Less accumulated depreciation                       (17,925)         35,753

                                                                         $ 42,551

Liabilities and Partners' (Deficit) Capital

Liabilities
   Accounts payable                                                        $  223
   Due to general partner                                                     125
   Tenant security deposit liabilities                                        293
   Accrued property taxes                                                     256
   Other liabilities                                                          410
   Mortgage notes payable                                                  27,925

Partners' (Deficit) Capital
   General partner                                        $  (707)
   Limited partners (383,033 units outstanding)            14,026          13,319
                                                                         $ 42,551
</TABLE>

                   See Accompanying Notes to Financial Statements

<PAGE>

b)

                  CONSOLIDATED CAPITAL INSTITUTIONAL PROPERTIES/3

                            STATEMENTS OF OPERATIONS

                                   (Unaudited)

                          (in thousands, except unit data)


                                                          Three Months Ended
                                                              March 31,
                                                         2000            1999
Revenues:                                                             (restated)
   Rental income                                        $ 3,141        $ 2,965
   Other income                                             209            242
      Total revenues                                      3,350          3,207

Expenses:
   Operating                                              1,214          1,244
   General and administrative                               153            145
   Depreciation                                             716            626
   Interest                                                 523            524
   Property taxes                                           179            157
      Total expenses                                      2,785          2,696

Income from continuing operations                           565            511

(Loss) income from discontinued operations                  (11)           117

Net income                                               $  554          $ 628

Net income allocated to general partner (1%)                  6              6
Net income allocated to limited partners (99%)              548            622
                                                         $  554          $ 628
Per limited partnership unit:
   Income from continuing operations                     $ 1.46          $ 1.32
   (Loss) income from discontinued operations             (0.03)           0.30

   Net income                                            $ 1.43          $ 1.62

Distributions per limited partnership unit               $ 3.87          $25.59

                   See Accompanying Notes to Financial Statements

<PAGE>

c)

                  CONSOLIDATED CAPITAL INSTITUTIONAL PROPERTIES/3

                STATEMENTS OF CHANGES IN PARTNERS' (DEFICIT) CAPITAL
                                   (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) capital
   at December 31, 1999               383,033        $ (698)     $14,960      $14,262

Distribution to partners                   --           (15)     (1,482)      (1,497)

Net income for the three months
   ended March 31, 2000                    --             6         548          554

Partners' (deficit) capital at
   March 31, 2000                     383,033        $ (707)    $14,026      $13,319

</TABLE>

                   See Accompanying Notes to Financial Statements

<PAGE>

d)

                  CONSOLIDATED CAPITAL INSTITUTIONAL PROPERTIES/3

                            STATEMENTS OF CASH FLOWS

                                   (Unaudited)

                                 (in thousands)

<TABLE>
<CAPTION>

                                                                 Three Months Ended
                                                                       March 31,
                                                                  2000        1999
Cash flows from operating activities:
<S>                                                              <C>          <C>
  Net income                                                     $  554        $ 628
  Adjustments to reconcile net income to net cash
   provided by operating activities:
      Depreciation                                                  716          702
      Amortization of lease commissions and loan costs               22           32
      Loss on disposal of property                                   --           40
      Change in accounts:
        Receivables and deposits                                    202           95
        Other assets                                                (62)         (67)
        Accounts payable                                            (90)          39
        Due to affiliate                                             --         (465)
        Tenant security deposit liabilities                          12          (14)
        Accrued property taxes                                       69           (6)
        Other liabilities                                           (40)          46

           Net cash provided by operating activities              1,383        1,030

Cash flows from investing activities:
  Property improvements and replacements                           (385)        (443)
  Net receipts from restricted escrows                              243           85

           Net cash used in investing activities                   (142)        (358)

Cash flows used in financing activities:
  Distributions to partners                                      (1,497)      (9,900)

Net decrease in cash and cash equivalents                          (256)      (9,228)

Cash and cash equivalents at beginning of period                  5,451       14,189

Cash and cash equivalents at end of period                      $ 5,195      $ 4,961

Supplemental disclosure of cash flow information:
  Cash paid for interest                                        $   501      $   501
</TABLE>

At  December  31,  1999 and  March  31,  2000,  accounts  payable  and  property
improvements and replacements were adjusted by approximately $91,000.

                   See Accompanying Notes to Financial Statements

<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"),  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, 2000, are not  necessarily  indicative of the
results that may be expected for the fiscal year ending  December 31, 2000.  For
further  information,  refer to the financial  statements and footnotes  thereto
included  in the  Partnership's  Annual  Report on Form 10-K for the fiscal year
ended December 31, 1999.

Certain  reclassifications  have been made to the 1999 information to conform to
the 2000 presentation.

Note B - Transfer of Control

Pursuant  to a series  of  transactions  which  closed  on  October  1, 1998 and
February 26, 1999,  Insignia Financial Group, Inc. and Insignia Properties Trust
merged into  Apartment  and  Investment  and  Management  Company  ("AIMCO"),  a
publicly  traded real estate  investment  trust,  with AIMCO being the surviving
corporation (the "Insignia Merger").  As a result, AIMCO acquired 100% ownership
interest in the General Partner.  The General Partner does not believe that this
transaction has had or will have a material effect on the affairs and operations
of the Partnership.

Note C - 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.

The following amounts were paid or accrued to the General Partner and affiliates
during each of the three month periods ended March 31, 2000 and 1999:

                                                                  2000      1999
                                                                  (in thousands)

 Property management fees (included in operating expenses)        $166      $156

 Reimbursements for services of affiliates (included in
  investment properties, general and administrative
  expenses, and operating expenses)                                 81        93

During the three months ended March 31, 2000 and 1999, affiliates of the General
Partner were entitled to receive 5% of gross receipts from all the Partnership's
residential   properties  as  compensation  for  providing  property  management
services.  The Partnership  paid to such affiliates  approximately  $166,000 and
$156,000 for management fees for the three months ended March 31, 2000 and 1999,
respectively.

An  affiliate  of the General  Partner  received  reimbursement  of  accountable
administrative  expenses amounting to approximately  $81,000 and $93,000 for the
three month periods ended March 31, 2000 and 1999, respectively.

For acting as real estate broker in connection with the sale of Corporate Center
in  October  1999,  the  General  Partner  earned a real  estate  commission  of
approximately  $125,000.  This amount is included in "Due to General Partner" on
the  accompanying  balance sheet. For acting as real estate broker in connection
with the sale of City Heights in November  1998,  the General  Partner  earned a
real estate commission of approximately  $465,000. The commission was accrued at
December 31, 1998, and was paid during the first quarter of 1999.

AIMCO and its affiliates  currently own 177,904.5  limited  partnership units in
the Partnership representing 46.446% 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. As a result of its
ownership  of  46.446%  of the  outstanding  units,  AIMCO is in a  position  to
significantly  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.

Note D - Commitment

The  Partnership is required by the  Partnership  Agreement to maintain  working
capital reserves for  contingencies of not less than 5% of Net Invested Capital,
as defined in the Partnership Agreement. In the event expenditures are made from
this reserve, operating revenue shall be allocated to such reserve to the extent
necessary  to  maintain  the  foregoing  level.  Reserves,  including  cash  and
securities available for sale, totaling  approximately $5.2 million were greater
than the reserve requirement of approximately $2.6 million at March 31, 2000.

Note E - Distributions

The  Partnership  paid  distributions  of  cash  generated  from  operations  of
approximately  $1,497,000  (approximately  $1,482,000 to the limited partners or
$3.87 per limited  partnership  unit) for the three months ended March 31, 2000.
The  Partnership  distributed  cash generated from  operations of  approximately
$4,113,000  (approximately  $4,072,000  to the  limited  partners  or $10.63 per
limited partnership unit) and approximately $5,787,000 (approximately $5,729,000
to the  limited  partners  or  $14.96  per  limited  partnership  unit) of sales
proceeds from City Heights for the three months ended March 31, 1999.

Note F - Discontinued Operations

South  City  Business  Center  and  Corporate  Center  were the last  commercial
properties in the commercial segment of the Partnership.  Due to the sale of the
properties  in June 1999 and October 1999,  respectively,  the income of both of
the properties has been classified as "Income from discontinued  operations" for
the three  months  ended March 31, 2000 and 1999.  Revenues of these  properties
were approximately $441,000 for the three months ended March 31, 1999. There was
a loss from  discontinued  operations  of  approximately  $11,000  for the three
months  ended  March  31,  2000  and  income  from  discontinued  operations  of
approximately $117,000 for the three months ended March 31, 1999, respectively.

Note G - Segment Reporting

The  Partnership  had  two  reportable  segments:   residential  properties  and
commercial properties.  The Partnership's  residential property segment consists
of seven apartment complexes one in each of Colorado,  Florida,  Michigan, North
Carolina, and Utah and two in Washington.  The Partnership rents apartment units
to tenants or terms that are  typically  twelve months or less.  The  commercial
property segment consisted of two business parks, one located in Florida and one
in California. These properties leased space to a variety of businesses at terms
ranging  from  month to month to ten  years.  On  October  4,  1999,  the  final
commercial  property  held by the  Partnership  was sold to an unrelated  party.
Therefore, the commerical segment is reflected as discontinued operations.

The  Partnership  evaluates  performance  based on segment  profit (loss) before
depreciation. The accounting policies of the reportable segments are the same as
those described in the  Partnership's  Annual Report on Form 10-K for the fiscal
year ended December 31, 1999.

The  Partnership's  reportable  segments are  investment  properties  that offer
different  products  and  services.  The  reportable  segments  are each managed
separately  because they  provide  distinct  services  with  different  types of
products and customers.

Segment  information for the three months ended March 31, 2000 and 1999 is shown
in the tables below.  The "Other"  column  includes  Partnership  administration
related  items and income and expense not allocated to the  reportable  segments
(in thousands).
<TABLE>
<CAPTION>

2000                             Residential     Commercial       Other      Totals
                                               (discontinued)
<S>                                <C>              <C>            <C>       <C>
Rental income                      $ 3,141          $   --         $  --     $ 3,141
Other income                           191              --            18         209
Interest expense                       523              --            --         523
Depreciation                           716              --            --         716
General and administrative
  expenses                              --              --           153         153
Loss from discontinued
  operations                            --             (11)           --         (11)
Segment profit (loss)                  700             (11)         (135)        554
Total assets                        28,330              --        14,221      42,551
Capital expenditures for
  investment properties                294              --            --         294
</TABLE>

<PAGE>
<TABLE>
<CAPTION>

1999                              Residential    Commercial       Other      Totals
                                               (discontinued)
<S>                                 <C>             <C>           <C>       <C>
Rental income                       $ 2,965         $   --        $   --    $ 2,965
Other income                            158             --            84        242
Interest expense                        524             --            --        524
Depreciation                            626             --            --        626
General and administrative
  expenses                               --             --           145        145
Income from discontinued
  operations                             --            117            --        117
Segment profit (loss)                   572            117           (61)       628
Total assets                         27,354          6,837        16,916     51,107
Capital expenditures for
  investment properties                 412             31            --        443
</TABLE>

Note H - 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. in the Superior Court of the State of California
for the County of San Mateo. The plaintiffs  named as defendants,  among others,
the   Partnership,   the  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  the  acquisition  by Insignia  Financial  Group,  Inc.
("Insignia")  and  entities  which  were,  at one time,  affiliates  of Insignia
("Insignia  Affiliates") of interests in certain general partner entities,  past
tender offers by Insignia  Affiliates to acquire limited  partnership units, the
management of partnerships  by Insignia  Affiliates and the Insignia Merger (see
"Note B - Transfer  of  Control").  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  have  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 final court approval, on
behalf of the Partnership and all limited  partners who own units as of November
3, 1999. Preliminary approval of the settlement was obtained on November 3, 1999
from the  Superior  Court of the State of  California,  County of San Mateo,  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 class  plaintiffs'  counsel  to  enter  the
settlement.  On  December  14,  1999,  the General  Partner  and its  affiliates
terminated the proposed  settlement.  Certain  plaintiffs have filed a motion to
disqualify  some of the plaintiffs'  counsel in the action.  The General Partner
does not anticipate that costs associated with this case 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, 2000  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, 2000 and 1999:

                                                  Average Occupancy
      Property                                     2000       1999

      Cedar Rim                                     93%        91%
        New Castle, Washington
      Hidden Cove by the Lake                       95%        88%
        Belleville, Michigan
      Lamplighter Park                              97%        95%
        Bellevue, Washington
      Park Capital                                  94%        97%
        Salt Lake City, Utah
      Sandpiper I and II                            98%        94%
        St. Petersburg, Florida
      Tamarac Village I, II, III, IV                97%        97%
        Denver, Colorado
      Williamsburg Manor                            96%        97%
        Cary, North Carolina

The General Partner attributes the occupancy increase at Hidden Cove by the Lake
to the  rental  of the  damaged  units  from the ice  storm in 1999 that are now
repaired.  The decrease in  occupancy  at Park Capital is due to several  rental
rate increases and increased  competition in the area. The increase in occupancy
at  Sandpiper  I and  II is due  to  increased  marketing  and  advertising  and
increased traffic in the area of the property.

Results of Operations

The  Partnership had net income of  approximately  $554,000 for the three months
ended March 31, 2000,  compared to  approximately  $628,000 for the three months
ended  March  31,  1999.  Net  income  decreased  due to the sale of South  City
Business  Center and Corporate  Center during the second and fourth  quarters of
1999, respectively.  As the result of the sale of South City Business Center and
Corporate Center in 1999, as discussed below, the results of operations of these
two commercial  properties were  classified as "Income (loss) from  discontinued
operations" on the statements of operations.

Excluding  the  results of the  discontinued  operations  discussed  above,  the
Partnership had income from continuing operations of approximately  $565,000 for
the three months ended March 31, 2000,  compared to  approximately  $511,000 for
the year ended March 31, 1999. The increase in income from continuing operations
is due to increased total revenues which was offset by increased total expenses.
Total revenues increased due to an increase in rental income which was partially
offset by a decrease in other income.  Rental income  increased due to increased
average  rental  rates  at all of the  Partnership's  properties  and  decreased
concession  costs at  Sandpiper I and II and Hidden Cove by the Lake.  Decreased
occupancy  at Park  Capital  and  Williamsburg  Manor was  offset  by  increased
occupancy at Cedar Rim, Hidden Cove by the Lake, Lamplighter Park, and Sandpiper
I and II.  Other  income  decreased  due to  decreased  interest  income  due to
decreased cash balances in interest bearing accounts.

Total expenses  increased due primarily to increased  depreciation  and property
tax  expenses  which were  partially  offset by  decreased  operating  expenses.
Depreciation expense increased due to capital improvements  completed during the
past  twelve  months  which  are now being  depreciated.  Property  tax  expense
increased  primarily  due to an increase  in  assessed  value at Cedar Rim and a
refund received during 1999 at City Heights, which was sold in November 1998, of
taxes paid in prior years.  Operating  expenses  decreased  primarily due to the
decrease in the  write-off of fixed assets due to an ice storm at Hidden Cove by
the Lake  during 1999 and  decreased  maintenance  expenses  at Tamarac  Village
during 2000.  These  decreases were partially  offset by increased sewer charges
and manager salaries primarily at Tamarac Village.

General and administrative  expenses remained relatively  constant.  Included in
general  and   administrative   expenses  at  March  31,  2000  and  1999,   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.

South  City  Business  Center  and  Corporate  Center  were the last  commercial
properties in the commercial segment of the Partnership.  Due to the sale of the
properties  in June 1999 and October 1999,  respectively,  the income of both of
the  properties  has  been  classified  as  "Income  (loss)  from   discontinued
operations"  for the three  months  ended March 31,  2000 and 1999.  Revenues of
these  properties were  approximately  $441,000 for the three months ended March
31, 1999. There was a loss from discontinued operations of approximately $11,000
for the  three  months  ended  March  31,  2000  and  income  from  discontinued
operations of approximately  $117,000 for the three months ended March 31, 1999,
respectively.

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,  2000,  the  Partnership   held  cash  and  cash  equivalents  of
approximately $5,195,000 compared to approximately $4,961,000 at March 31, 1999.
The decrease in cash and cash  equivalents  for the three months ended March 31,
2000,  from the  Partnership's  year ended December 31, 1999, was  approximately
$256,000.  This  decrease  is due to  approximately  $1,497,000  of cash used in
financing  activities  and  approximately  $142,000  of cash  used in  investing
activities  which was  partially  offset  by  approximately  $1,383,000  of cash
provided by operating activities. Cash used in financing activities consisted of
distributions to the partners.  Cash used in investing  activities  consisted of
property  improvements  and  replacements  which  was  partially  offset  by net
receipts from restricted  escrows.  The Partnership  invests its working capital
reserves in money market 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,  2000,  the  Partnership  completed
approximately  $18,000  on  capital  improvements  at the  property,  consisting
primarily  of  sewer  replacement,  carpet  replacement,   interior  decorating,
building structural improvements, and appliances. These improvements were funded
primarily from the property's operating cash flow. The Partnership evaluated the
capital  improvement  needs of the property for the year. The amount budgeted is
approximately  $56,000,  consisting  primarily of  appliances,  carpet and vinyl
replacements,  and plumbing upgrades.  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.

Hidden Cove by the Lake

During  the  three  months  ended  March 31,  2000,  the  Partnership  completed
approximately $26,000 on capital improvements,  consisting primarily of building
structural  improvements,   plumbing  fixtures,   carpet  replacement,   heating
upgrades,  and appliances.  These  improvements  were funded from the property's
replacement  reserves and operating  cash flow.  The  Partnership  evaluated the
capital  improvement  needs of the property for the year. The amount budgeted is
approximately  $47,000,  consisting  primarily of swimming  pool  upgrades,  air
conditioning  unit  replacement,   appliances,  carpet  replacement,  and  major
landscaping.  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.

Lamplighter Park

During  the  three  months  ended  March 31,  2000,  the  Partnership  completed
approximately  $20,000 on capital  improvements,  consisting primarily of carpet
and vinyl replacement, maintenance equipment, appliances, plumbing upgrades, and
other building  improvements.  These  improvements  were funded from replacement
reserves  and  operating  cash  flow.  The  Partnership  evaluated  the  capital
improvement  needs  of the  property  for  the  year.  The  amount  budgeted  is
approximately  $82,000,  consisting  primarily of plumbing upgrades,  carpet and
vinyl  replacement,  and heating  improvements.  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.

Park Capital

During  the  three  months  ended  March 31,  2000,  the  Partnership  completed
approximately  $33,000 on capital  improvements,  consisting primarily of carpet
and  vinyl  replacement,   parking  lot  enhancements,   and  appliances.  These
improvements were funded from replacement  reserves and operating cash flow. The
Partnership  evaluated  the capital  improvement  needs of the  property for the
year. The amount  budgeted is  approximately  $56,000,  consisting  primarily of
appliances,   carpet  and  vinyl  replacement,  and  parking  lot  enhancements.
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.

Tamarac Village

During  the  three  months  ended  March 31,  2000,  the  Partnership  completed
approximately  $37,000 on capital  improvements,  consisting primarily of carpet
and vinyl replacement,  golf carts, electrical upgrades,  exterior painting, and
recreational  facilities.   These  improvements  were  funded  from  replacement
reserves.  The  Partnership  evaluated  the  capital  improvement  needs  of the
property for the year. The amount budgeted is approximately $952,000, consisting
primarily of carpet and vinyl replacement, structural improvements, and plumbing
upgrades.  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.

Williamsburg Manor

During  the  three  months  ended  March 31,  2000,  the  Partnership  completed
approximately $26,000 on capital  improvements,  consisting primarily of cabinet
replacements,  carpet and vinyl replacement,  major landscaping, and appliances.
These  expenditures  were  funded  from  operating  cash flow.  The  Partnership
evaluated the capital improvement needs of the property for the year. The amount
budgeted is  approximately  $55,000,  consisting  primarily of  appliances,  air
conditioning unit  replacement,  and carpet and vinyl  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.

Sandpiper I and II

During  the  three  months  ended  March 31,  2000,  the  Partnership  completed
approximately  $134,000 on capital  improvements  consisting primarily of carpet
and  vinyl  replacement,   plumbing  upgrades,  structural  improvements,   roof
replacement,  and  cabinet  replacement.  These  improvements  were  funded from
replacement reserves. The Partnership evaluated the capital improvement needs of
the  property  for the year.  The amount  budgeted  is  approximately  $204,000,
consisting primarily of air conditioning unit replacement,  cabinet replacement,
carpet and vinyl replacement, and pluming upgrades.  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
form 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 is required by the  Partnership  Agreement to maintain  working
capital  reserves for  contingencies of not less than 5% of Net Invested Capital
as defined by the Partnership Agreement. In the event expenditures are made from
this reserve, operating revenue shall be allocated to such reserve to the extent
necessary  to  maintain  the  foregoing  level.  Reserves,  including  cash  and
securities available for sale, totaling  approximately $5.2 million were greater
than the reserve requirement of approximately $2.6 million.

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  $27,925,000  has maturity dates ranging from 2003 to 2005. 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.

During the three months ended March 31, 2000 the  Partnership  declared and paid
distributions   in  the  amount  of  approximately   $1,497,000   (approximately
$1,482,000 to the limited partners or $3.87 per limited  partnership  unit) from
operations. During the three months ended March 31, 1999, the Partnership made a
distribution in the amount of approximately $4,113,000 (approximately $4,072,000
to the limited partners or $10.63 per limited  partnership unit) from operations
and approximately $5,787,000  (approximately  $5,729,000 to the limited partners
or $14.96 per limited  partnership  unit) of sales  proceeds  from City Heights.
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  distribution  policy is
reviewed on a quarterly  basis.  There can be no  assurance,  however,  that the
Partnership  will  generate  sufficient  funds from  operations  after  required
capital expenditures to permit further  distributions to its partners during the
remainder of 2000 or subsequent periods.

<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. in the Superior Court of the State of California
for the County of San Mateo. The plaintiffs  named as defendants,  among others,
the   Partnership,   the  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  the  acquisition  by Insignia  Financial  Group,  Inc.
("Insignia")  and  entities  which  were,  at one time,  affiliates  of Insignia
("Insignia  Affiliates") of interests in certain general partner entities,  past
tender offers by Insignia  Affiliates to acquire limited  partnership units, the
management of partnerships  by Insignia  Affiliates and the Insignia Merger (see
"Part 1 - Financial Information, Item 1. Financial Statements, Note B - Transfer
of  Control").  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 have 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 final court  approval,  on behalf of the Partnership and all
limited partners who own units as of November 3, 1999.  Preliminary  approval of
the  settlement  was obtained on November 3, 1999 from the Superior Court of the
State of  California,  County of San Mateo,  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
class  plaintiffs'  counsel to enter the  settlement.  On December 14, 1999, the
General Partner and its affiliates  terminated the proposed settlement.  Certain
plaintiffs have filed a motion to disqualify some of the plaintiffs'  counsel in
the action.  The General Partner does not anticipate that costs  associated with
this case will be material to the Partnership's overall operations.

ITEM 6.     EXHIBITS AND REPORTS ON FORM 8-K

            a)    Exhibits:

                  Exhibit 27, Financial Data Schedule, is filed as an exhibit to
                  this report.

            b)    Reports on Form 8-K filed during the first quarter of 2000:

                  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: