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 March 31, 2004


[ ]   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 0-10273


                       CONSOLIDATED CAPITAL PROPERTIES III
             (Exact Name of Registrant as Specified in Its Charter)



         California                                              94-2653686
(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
                           (Issuer's telephone number)

                         PART I - FINANCIAL INFORMATION


ITEM 1.     FINANCIAL STATEMENTS



                       CONSOLIDATED CAPITAL PROPERTIES III

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

                                 March 31, 2004

<TABLE>
<CAPTION>


Assets
<S>                                                                          <C>
   Cash and cash equivalents                                                 $ 60
   Receivables and deposits                                                      36
   Other assets                                                                 398
   Investment properties:
      Land                                                    $ 407
      Buildings and related personal property                  9,471
                                                               9,878
      Less accumulated depreciation                           (7,807)         2,071
                                                                            $ 2,565
Liabilities and Partners' Deficit
Liabilities
   Accounts payable                                                          $ 115
   Tenant security deposit liabilities                                           60
   Accrued property taxes                                                        44
   Other liabilities                                                            209
   Due to affiliates (Note B)                                                   149
   Mortgage notes payable                                                     7,313

Partners' Deficit
   General partners                                           $(1,882)
   Limited partners (158,582 units issued and
      outstanding)                                            (3,443)        (5,325)
                                                                            $ 2,565


            See Accompanying Notes to Consolidated Financial Statements
</TABLE>



<PAGE>






                       CONSOLIDATED CAPITAL PROPERTIES III

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


<TABLE>
<CAPTION>

                                                                   Three Months Ended
                                                                       March 31,
                                                                  2004           2003
                                                                              (Restated)
Revenues:
<S>                                                              <C>             <C>
  Rental income                                                  $ 535           $ 541
  Other income                                                       58              43
     Total revenues                                                 593             584

Expenses:
  Operating                                                         329             281
  General and administrative                                         51              66
  Depreciation                                                      113             113
  Interest                                                          145             149
  Property taxes                                                     44              47
     Total expenses                                                 682             656

Loss from continuing operations                                     (89)            (72)
Loss from discontinued operations                                    --             (23)
Net loss                                                         $ (89)          $ (95)

Net loss allocated to general partners (4%)                       $ (4)          $ (4)
Net loss allocated to limited partners (96%)                        (85)            (91)
                                                                 $ (89)          $ (95)
Per limited partnership unit:
Loss from continuing operations                                 $ (0.54)        $ (0.43)
Loss from discontinued operations                                    --           (0.14)
Net loss                                                        $ (0.54)        $ (0.57)


            See Accompanying Notes to Consolidated Financial Statements
</TABLE>


                       CONSOLIDATED CAPITAL PROPERTIES III

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

<TABLE>
<CAPTION>


                                       Limited
                                     Partnership     General      Limited
                                        Units        Partners    Partners      Total


<S>                                    <C>             <C>      <C>           <C>
Original capital contributions         158,945         $ 1      $  79,473     $ 79,474

Partners' deficit
   at December 31, 2003                158,582       $(1,878)   $  (3,358)    $ (5,236)

Net loss for the three months
   ended March 31, 2004                    --             (4)         (85)         (89)

Partners' deficit
   at March 31, 2004                   158,582       $(1,882)   $  (3,443)    $ (5,325)



            See Accompanying Notes to Consolidated Financial Statements
</TABLE>



<PAGE>



                       CONSOLIDATED CAPITAL PROPERTIES III

                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)
                                 (in thousands)

<TABLE>
<CAPTION>

                                                                 Three Months Ended
                                                                       March 31,
                                                                  2004         2003
Cash flows from operating activities:
<S>                                                             <C>           <C>
  Net loss                                                      $   (89)      $   (95)
  Adjustments to reconcile net loss to net cash
   provided by operating activities:
   Depreciation                                                     113           159
   Amortization of loan costs                                         6             7
   Change in accounts:
      Receivables and deposits                                       13            59
      Other assets                                                  (60)            7
      Due to affiliates                                              27            44
      Accounts payable                                              (34)         (105)
      Tenant security deposit liabilities                            (1)            4
      Accrued property taxes                                         44            53
      Other liabilities                                              22            66

       Net cash provided by operating activities                     41           199

Cash flows used in investing activities:
  Property improvements and replacements                            (34)         (106)

Cash flows from financing activities:
  Payments on mortgage notes payable                                (50)          (54)
  Advances from affiliates                                           51            70
  Payments on advances from affiliates                               --           (27)

       Net cash provided by (used in) financing activities            1           (11)

Net increase in cash and cash equivalents                             8            82

Cash and cash equivalents at beginning of period                     52            88

Cash and cash equivalents at end of period                      $    60       $   170

Supplemental disclosure of cash flow information:
  Cash paid for interest                                        $   139       $   163


            See Accompanying Notes to Consolidated Financial Statements
</TABLE>


                       CONSOLIDATED CAPITAL PROPERTIES III

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)


Note A - Basis of Presentation

The accompanying  unaudited  consolidated  financial  statements of Consolidated
Capital Properties III (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 the general partner of the Partnership,
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, 2004
are not  necessarily  indicative  of the results  that may be  expected  for the
fiscal year ending  December 31,  2004.  For further  information,  refer to the
consolidated   financial  statements  and  footnotes  thereto  included  in  the
Partnership's  Annual  Report on Form 10-KSB for the fiscal year ended  December
31,  2003.  The General  Partner is  wholly-owned  by Apartment  Investment  and
Management Company ("AIMCO"), a publicly traded real estate investment trust.

The  accompanying  statement of operations  for the three months ended March 31,
2003 has been  restated as of January 1, 2003 to reflect the  operations of West
Chase  Apartments  as loss  from  discontinued  operations  in  accordance  with
Statement of Financial  Accounting  Standards ("SFAS") No. 144,  "Accounting for
the Impairment or Disposal of Long-Lived Assets". West Chase Apartments was sold
to an unrelated third party on September 29, 2003.

Note B - Transactions with Affiliated Parties

The Partnership has no employees and is dependent on the General Partner and its
affiliates for the management and administration of all Partnership  activities.
The partnership agreement ("Partnership Agreement") provides for (i) payments to
affiliates for services and (ii)  reimbursement of certain expenses  incurred by
affiliates of the General Partner on behalf of the Partnership.

Affiliates of the General  Partner are entitled to receive 5% of gross  receipts
from all of the Registrant's  properties as compensation for providing  property
management  services.  The  Registrant  paid  to such  affiliates  approximately
$29,000  and  $38,000  for the  three  months  ended  March  31,  2004 and 2003,
respectively,   which  are  included  in   operating   expenses  and  loss  from
discontinued operations.

Affiliates  of the General  Partner are  entitled  to receive  reimbursement  of
accountable  administrative  expenses  amounting  to  approximately  $39,000 and
$46,000  for the  three  months  ended  March 31,  2004 and 2003,  respectively.
Included in these amounts are fees related to construction  management  services
provided by an affiliate of the General Partner of approximately  $2,000 for the
three  months  ended March 31,  2003.  No such fees were  incurred for the three
months  ended March 31,  2004.  The  construction  management  service  fees are
calculated based on a percentage of current additions to investment  properties.
These  reimbursements  of  accountable  administrative  expenses are included in
general and  administrative  expenses and  investment  properties.  At March 31,
2004,  approximately  $98,000 of such fees were owed and are  included in due to
affiliates.

The Partnership  Agreement  provides for a special management fee equal to 9% of
the  total  distributions  made to the  limited  partners  from  cash  flow from
operations to be paid to the General  Partner for  executive and  administrative
management  services.  During the three months ended March 31, 2004 and 2003, no
special  management  fees  were  paid as no  distributions  from  cash flow from
operations were made.

During the three  months  ended  March 31,  2004,  an  affiliate  of the General
Partner  advanced the Partnership  approximately  $51,000 to fund the payment of
certain 2003  liabilities.  Interest is accrued at the prime rate plus 2% (6.00%
at March 31, 2004).  Interest  expense was less than $1,000 for the three months
ended March 31, 2004. During the three months ended March 31, 2003, an affiliate
of the General Partner  advanced the Partnership  approximately  $70,000 to fund
operations at Ventura  Landing  Apartments.  During the three months ended March
31, 2003, the Partnership  made payments on advances of  approximately  $27,000.
Interest was accrued at the prime rate plus 2%.  Interest  expense was less than
$1,000 for the three months ended March 31, 2003.  At March 31, 2004,  the total
amount of  advances  and  accrued  interest  was  approximately  $51,000  and is
included in due to affiliates.

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  2004,  the  Partnership  anticipates  its cost  for  insurance
coverage and fees associated with policy claims administration provided by AIMCO
and its affiliates will be  approximately  $19,000.  The Partnership was charged
approximately $29,000 for 2003.

Note C - Disposition of Investment Property

On  September  29,  2003,  the  Partnership  sold West  Chase  Apartments  to an
unrelated third party for a gross sale price of  approximately  $2,124,000.  The
net proceeds  realized by the Partnership  were  approximately  $1,651,000 after
payment of closing costs of approximately  $174,000 and a prepayment  penalty of
approximately  $299,000  owed by the  Partnership  and  paid by the  buyer.  The
Partnership  used  approximately  $1,047,000  of the net  proceeds  to repay the
mortgage  encumbering  the  property.   The  property's   operations,   loss  of
approximately  $23,000,   including  revenues  of  approximately  $166,000,  are
included in loss from  discontinued  operations for the three months ended March
31, 2003.

Note D - Contingencies

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
("Objector")  filed an  appeal  seeking  to  vacate  and/or  reverse  the  order
approving the settlement and entering  judgment  thereto.  On November 24, 2003,
the Objector filed an  application  requesting the Court order AIMCO to withdraw
settlement  tender offers it had  commenced,  refrain from making further offers
pending the appeal and auction any units tendered to third  parties,  contending
that the offers did not conform  with the terms of the  Settlement.  Counsel for
the Objector (on behalf of another  investor)  had  alternatively  requested the
Court take certain  action  purportedly  to enforce the terms of the  settlement
agreement.  On December 18, 2003,  the Court heard oral  argument on the motions
and denied them both in their entirety.  On January 28, 2004, Objector filed his
opening brief in his pending appeal.  On April 23, 2004, the General Partner and
its  affiliates  filed a response  brief in support  of the  settlement  and the
judgment  thereto.  Plaintiffs  have  also  filed  a  brief  in  support  of the
settlement.  Objector is  scheduled  to file a reply brief no later than May 13,
2004.

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. On March 5, 2004  Plaintiffs  filed an
amended complaint also naming NHP Management Company, which is also an affiliate
of the General Partner. 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 Defendants have filed
an  answer  to  the  Amended  Complaint  denying  the  substantive  allegations.
Discovery is currently underway.

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.

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.

Pursuant to a formal order of investigation received by AIMCO on March 29, 2004,
the  Central  Regional  Office of the  United  States  Securities  and  Exchange
Commission is conducting an  investigation  relating to certain  matters.  AIMCO
believes the areas of investigation  include AIMCO's  miscalculated  monthly net
rental  income  figures in third  quarter 2003,  forecasted  guidance,  accounts
payable,  rent concessions,  vendor rebates,  and capitalization of expenses and
payroll.  AIMCO is cooperating  fully.  AIMCO does not believe that the ultimate
outcome  will  have a  material  adverse  effect on its  consolidated  financial
condition  or results of  operations  taken as a whole.  Similarly,  the General
Partner does not believe that the ultimate  outcome will have a material adverse
effect on the  Partnership's  consolidated  financial  condition  or  results of
operations taken as a whole.

<PAGE>

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 consist of two apartment complexes. The
following  table sets forth the average  occupancy of the properties for each of
the three month periods ended March 31, 2004 and 2003:

                                                   Average Occupancy
      Property                                      2004       2003

      Ventura Landing Apartments                    94%        93%
        Orlando, Florida

      Village Green Apartments                      91%        95%
        Altamonte Springs, Florida

The General  Partner  attributes  the  decrease in  occupancy  at Village  Green
Apartments to increased competition in the Altamonte Springs area.

The  Partnership's  financial  results  are  dependent  upon a number of factors
including  the  ability  to  attract  and  maintain  tenants  at the  investment
properties,  interest  rates on mortgage  loans,  costs  incurred to operate the
investment  properties,  general economic conditions and weather. As part of the
ongoing  business  plan of the  Partnership,  the General  Partner  monitors the
rental market environment 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.
Further,  a number of factors  which are outside the control of the  Partnership
such as the local  economic  climate  and weather can  adversely  or  positively
impact the Partnership's financial results.

Results of Operations

The  Partnership's  net loss for the  three  months  ended  March  31,  2004 was
approximately  $89,000,  as compared to a net loss of approximately  $95,000 for
the three months ended March 31, 2003. The decrease in net loss is primarily due
to a decrease in loss from discontinued  operations.  On September 29, 2003, the
Partnership  sold West Chase  Apartments to an unrelated third party for a gross
sale  price  of  approximately  $2,124,000.  The net  proceeds  realized  by the
Partnership  were  approximately  $1,651,000  after  payment of closing costs of
approximately  $174,000 and a prepayment penalty of approximately  $299,000 owed
by the Partnership and paid by the buyer.  The  Partnership  used  approximately
$1,047,000 of the net proceeds to repay the mortgage  encumbering  the property.
The property's operations,  loss of approximately $23,000, including revenues of
approximately  $166,000,  are included in loss from discontinued  operations for
the three months ended March 31, 2003.

The  Partnership's  loss from  continuing  operations for the three months ended
March 31, 2004 was  approximately  $89,000  compared  to a loss from  continuing
operations of  approximately  $72,000 for the three months ended March 31, 2003.
The increase in loss from  continuing  operations is due to an increase in total
expenses,  partially  offset by an increase in total  revenues.  The increase in
total expenses is due to an increase in operating expenses,  partially offset by
a decrease in general and administrative  expenses.  Depreciation,  interest and
property tax expenses remained  relatively  constant for the comparable periods.
The  increase in operating  expenses is  primarily  due to increases in utility,
advertising,  contract  maintenance,  and  payroll  related  expenses at Ventura
Landing Apartments.  General and administrative expenses decreased primarily due
to a decrease in  management  reimbursements  to the General  Partner as allowed
under the Partnership  Agreement and professional  expenses  associated with the
administration of the Partnership.  Also included in general and  administrative
expenses for the three months ended March 31, 2004 and 2003 are costs associated
with the  quarterly and annual  communications  with  investors  and  regulatory
agencies and the annual audit required by the Partnership Agreement.

The increase in total revenues is due to an increase in other income,  partially
offset by a decrease in rental income. The increase in other income is primarily
due to an increase in late charges at Ventura Landing  Apartments.  The decrease
in rental income is due to decreases in occupancy and the average rental rate at
Village  Green  Apartments,  partially  offset by increases in occupancy and the
average rental rate at Ventura Landing Apartments.

Liquidity and Capital Resources

At  March  31,  2004,  the  Partnership   had  cash  and  cash   equivalents  of
approximately $60,000, compared to approximately $170,000 at March 31, 2003. The
increase in cash and cash equivalents of approximately  $8,000 from December 31,
2003 is due to  approximately  $41,000 of cash provided by operating  activities
and  approximately  $1,000 of cash provided by financing  activities,  partially
offset by  approximately  $34,000  of cash used in  investing  activities.  Cash
provided  by  financing  activities  consisted  of an advance  received  from an
affiliate of the General Partner, partially offset by payments of principal made
on the mortgages encumbering the Partnership's investment properties.  Cash used
in investing activities consisted of property improvements and replacements. 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.

Village Green Apartments

During  the  three  months  ended  March 31,  2004,  the  Partnership  completed
approximately  $29,000 of capital  improvements  at  Village  Green  Apartments,
consisting primarily of structural  improvements and floor covering replacement.
These  improvements were funded from operations.  The Partnership  evaluates the
capital  improvement needs of the property during the year and currently expects
to complete an additional $65,000 in capital  improvements  during the remainder
of 2004.  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.

Ventura Landing Apartments

During  the  three  months  ended  March 31,  2004,  the  Partnership  completed
approximately  $5,000 of capital  improvements  at Ventura  Landing  Apartments,
consisting  primarily of floor covering  replacement.  These  improvements  were
funded from operations.  The Partnership evaluates the capital improvement needs
of the property during the year and currently  expects to complete an additional
$98,000 in capital improvements during the remainder of 2004. 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.

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 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  $7,313,000  requires  monthly  payments of principal and interest
until the loans mature between July and August 2021, at which time the loans are
scheduled to be fully amortized.

There were no  distributions  made to the partners during the three months ended
March 31, 2004 and 2003. Future cash  distributions will depend on the levels of
net cash generated from operations,  the availability of cash reserves,  and the
timing of property sales and/or  refinancings.  The Partnership's cash available
for distribution is reviewed on a monthly basis.  There can be no assurance that
the Partnership  will generate  sufficient  funds from operations after required
capital  expenditures  to permit any  distributions  to its partners  during the
remainder of 2004 or subsequent periods.

Other

In addition to its indirect  ownership of the general  partner  interests in the
Partnership,  AIMCO and its affiliates owned 83,719.5 limited  partnership units
(the "Units") in the Partnership representing 52.79% of the outstanding Units at
March 31, 2004. 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.  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 52.79% of the
outstanding  Units,  AIMCO is in a position to control all 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 consolidated 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.

<PAGE>

Impairment of Long-Lived Assets

The Partnership's  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 the  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. The
Partnership  evaluates all accounts receivable from residents and establishes an
allowance, after the application of security deposits, for accounts greater than
30 days past due on current tenants and all receivables due from former tenants.
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.

<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 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
("Objector")  filed an  appeal  seeking  to  vacate  and/or  reverse  the  order
approving the settlement and entering  judgment  thereto.  On November 24, 2003,
the Objector filed an  application  requesting the Court order AIMCO to withdraw
settlement  tender offers it had  commenced,  refrain from making further offers
pending the appeal and auction any units tendered to third  parties,  contending
that the offers did not conform  with the terms of the  Settlement.  Counsel for
the Objector (on behalf of another  investor)  had  alternatively  requested the
Court take certain  action  purportedly  to enforce the terms of the  settlement
agreement.  On December 18, 2003,  the Court heard oral  argument on the motions
and denied them both in their entirety.  On January 28, 2004, Objector filed his
opening brief in his pending appeal.  On April 23, 2004, the General Partner and
its  affiliates  filed a response  brief in support  of the  settlement  and the
judgment  thereto.  Plaintiffs  have  also  filed  a  brief  in  support  of the
settlement.  Objector is  scheduled  to file a reply brief no later than May 13,
2004.

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. On March 5, 2004  Plaintiffs  filed an
amended complaint also naming NHP Management Company, which is also an affiliate
of the General Partner. 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 Defendants have filed
an  answer  to  the  Amended  Complaint  denying  the  substantive  allegations.
Discovery is currently underway.

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.


<PAGE>



ITEM 6.     EXHIBITS AND REPORTS ON FORM 8-K

            (a)   Exhibits:

                  3.1   Certificate of Limited  Partnership,  as amended to date
                        (Exhibit  3 to the  Registrant's  Annual  Report on Form
                        10-K  for  the  year  ended   December  31,   1991,   is
                        incorporated herein by reference).

                  3.2   Partnership Agreement dated May 22, 1980 is incorporated
                        by  reference  to  Exhibit  A to the  Prospectus  of the
                        Registration  dated  August  17,  1981 as filed with the
                        Commission pursuant to Rule 424(b) under the Act.

                    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.

                    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.

                   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 March 31, 2004.


<PAGE>


                                   SIGNATURES



In accordance with the  requirements of the Exchange Act, the Registrant  caused
this  report to be  signed on its  behalf  by the  undersigned,  thereunto  duly
authorized.


                                    CONSOLIDATED CAPITAL PROPERTIES III


                                    By:   CONCAP EQUITIES, INC.
                                          General Partner


                                    By:   /s/Martha L. Long
                                          Martha L. Long
                                          Senior Vice President


                                    By:   /s/Thomas M. Herzog
                                           Thomas M. Herzog
                                           Senior Vice President
                                          and Chief Accounting Officer


                                    Date: May 13, 2004


<PAGE>



Exhibit 31.1


                                  CERTIFICATION


I, Martha L. Long, certify that:


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

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: May 13, 2004

                                    /s/Martha L. Long
                                    Martha L. Long
                                    Senior    Vice    President    of   ConCap
                                    Equities,  Inc.,  equivalent  of the chief
                                    executive officer of the Partnership


<PAGE>



Exhibit 31.2


                                  CERTIFICATION


I, Thomas M. Herzog, certify that:


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

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: May 13, 2004

                                    /s/Thomas M. Herzog
                                    Thomas M. Herzog
                                    Senior Vice President and Chief
                                    Accounting 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
Properties  III (the  "Partnership"),  for the quarterly  period ended March 31,
2004 as filed with the  Securities  and Exchange  Commission  on the date hereof
(the "Report"), Martha L. Long, as the equivalent of the chief executive officer
of the  Partnership,  and  Thomas  M.  Herzog,  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/Martha L. Long
                                    Name:  Martha L. Long
                                    Date:  May 13, 2004


                                           /s/Thomas M. Herzog
                                    Name:  Thomas M. Herzog
                                    Date:  May 13, 2004

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.