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



                   U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   Form 10-QSB

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

                For the quarterly period ended March 31, 2002


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


             For the transition period from _________to _________

                         Commission file number 0-10412


                        NATIONAL PROPERTY INVESTORS 4
      (Exact name of small business issuer as specified in its charter)



         California                                         13-3031722
(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)


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 Partnership 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)

                        NATIONAL PROPERTY INVESTORS 4
                                  BALANCE SHEET
                                   (Unaudited)
                       (in thousands, except unit data)


                                 March 31, 2002
<TABLE>
<CAPTION>

Assets
<S>                                                                          <C>
   Cash and cash equivalents                                                 $ 430
   Receivables and deposits                                                     642
   Other assets                                                               1,070
   Investment property:
       Land                                                  $ 1,980
       Buildings and related personal property                 26,594
                                                               28,574
       Less accumulated depreciation                          (22,671)        5,903
                                                                            $ 8,045
Liabilities and Partners' Deficit
Liabilities
   Accounts payable                                                          $ 35
   Tenant security deposit liabilities                                          366
   Other liabilities                                                            549
   Mortgage note payable                                                     30,045

Partners' Deficit
   General partner                                            $ (374)
   Limited partners (60,005 units
      issued and outstanding)                                 (22,576)      (22,950)
                                                                            $ 8,045


                See Accompanying Notes to Financial Statements

</TABLE>

<PAGE>
b)

                        NATIONAL PROPERTY INVESTORS 4
                            STATEMENTS OF OPERATIONS
                                   (Unaudited)
                     (in thousands, except per unit data)


                                                         Three Months Ended
                                                              March 31,
                                                         2002           2001
Revenues:
   Rental income                                       $ 1,810        $ 1,759
   Other income                                             80             66
       Total revenues                                    1,890          1,825

Expenses:
   Operating                                               534            684
   General and administrative                               67            123
   Depreciation                                            316            298
   Interest                                                539            372
   Property taxes                                          138            135
       Total expenses                                    1,594          1,612

Net income                                              $ 296           $ 213

Net income allocated to general partner (1%)             $ 3              $ 2

Net income allocated to limited partners (99%)             293            211
                                                        $ 296           $ 213

Net income per limited partnership unit                 $ 4.88         $ 3.52

Distribution per limited partnership unit                $ --         $ 12.98

                See Accompanying Notes to Financial Statements


<PAGE>


c)

                        NATIONAL PROPERTY INVESTORS 4
                  STATEMENT OF CHANGES IN PARTNERS' DEFICIT
                                   (Unaudited)
                       (in thousands, except unit data)

<TABLE>
<CAPTION>


                                     Limited
                                    Partnership    General      Limited
                                       Units       Partner      Partners      Total

<S>                                   <C>            <C>        <C>          <C>
Original capital contributions        60,005         $ 1        $ 30,003     $ 30,004

Partners' deficit at
   December 31, 2001                  60,005        $ (377)     $(22,869)    $(23,246)

Net income for the three months
   ended March 31, 2002                   --             3           293          296

Partners' deficit at
   March 31, 2002                     60,005        $ (374)     $(22,576)    $(22,950)


                See Accompanying Notes to Financial Statements
</TABLE>

<PAGE>
d)

                        NATIONAL PROPERTY INVESTORS 4
                            STATEMENTS OF CASH FLOWS
                                   (Unaudited)
                                (in thousands)

<TABLE>
<CAPTION>

                                                                   Three Months Ended
                                                                        March 31,
                                                                    2002         2001
Cash flows from operating activities:
<S>                                                                 <C>          <C>
  Net income                                                        $ 296        $ 213
  Adjustments to reconcile net income to cash
   provided by operating activities:
     Depreciation                                                      316          298
     Amortization of loan costs                                         11           19
     Change in accounts:
      Receivables and deposits                                        (204)        (166)
      Other assets                                                      40           40
      Accounts payable                                                  (2)          68
      Tenant security deposit liabilities                              (14)          --
      Other liabilities                                               (107)        (174)
        Net cash provided by operating activities                      336          298

Cash flows from investing activities:
  Net withdrawals from restricted escrows                               --           63
  Property improvements and replacements                              (102)        (191)
        Net cash used in investing activities                         (102)        (128)

Cash flows from financing activities:
  Distribution to partners                                              --         (787)
  Payments on mortgage note payable                                   (179)          --
        Net cash used in financing activities                         (179)        (787)

Net increase (decrease) in cash and cash equivalents                    55         (617)
Cash and cash equivalents at beginning of period                       375        1,076
Cash and cash equivalents at end of period                          $ 430        $ 459

Supplemental disclosure of cash flow information:
  Cash paid for interest                                            $ 529        $ 354

At  December  31,  2000,  approximately  $92,000 of  property  improvements  and
replacements  were  included  in accounts  payable and are  included in property
improvements and replacements for the three months ended March 31, 2001.

                See Accompanying Notes to Financial Statements

</TABLE>

<PAGE>

e)

                        NATIONAL PROPERTY INVESTORS 4
                          NOTES TO FINANCIAL STATEMENTS
                                   (Unaudited)


Note A - Basis of Presentation

The accompanying unaudited financial statements of National Property Investors 4
(the  "Partnership" or the  "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 NPI Equity  Investments,  Inc.  ("NPI Equity" or the "Managing
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,  2002,  are not  necessarily
indicative  of the  results  that may be  expected  for the fiscal  year  ending
December 31, 2002. For further  information,  refer to the financial  statements
and footnotes thereto included in the Partnership's Annual Report on Form 10-KSB
for the fiscal year ended December 31, 2001. The Managing  General  Partner is a
subsidiary of Apartment Investment and Management Company ("AIMCO"),  a publicly
traded real estate investment trust.

Note B - Transactions with Affiliated Parties

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

Affiliates of the Managing  General  Partner are entitled to receive 5% of gross
receipts  from the  Partnership's  property for  providing  property  management
services.  The  Partnership  paid to such affiliates  approximately  $95,000 and
$91,000 for the three month periods ended March 31, 2002 and 2001, respectively,
which is included in operating expenses.

Affiliates  of  the  Managing   General  Partner  received   reimbursements   of
accountable  administrative  expenses  amounting  to  approximately  $65,000 and
$44,000 for the three months ended March 31, 2002 and 2001, respectively,  which
are included in general and  administrative  expenses and  investment  property.
Included in these amounts are fees related to construction  management  services
provided by an affiliate of the Managing General Partner of approximately $6,000
for the three months ended March 31, 2002. There were no such fees for the three
months  ended March 31,  2001.  The  construction  management  service  fees are
calculated  based  on a  percentage  of  current  additions  to  the  investment
property.

For services relating to the  administration of the Partnership and operation of
the Partnership's  property, the Managing General Partner is entitled to receive
payment of  non-accountable  expenses up to a maximum of $100,000 per year based
upon the number of Partnership units sold, subject to certain limitations. A fee
of  approximately  $50,000 was paid for the period ended March 31, 2001 which is
included in general and administrative expenses. No such fee was paid during the
three months ended March 31, 2002.

In  addition  to the amounts  discussed  above,  as  compensation  for  services
rendered in managing the  Partnership,  the Managing General Partner is entitled
to receive Partnership management fees in conjunction with distributions of cash
from operations,  subject to certain limitations.  Approximately $17,000 of fees
were paid during the three month  period ended March 31,  2001,  in  conjunction
with  the  operating  distributions  made  which  is  included  in  general  and
administrative  expenses.  No such fee was paid  during the three  month  period
ended March 31, 2002.

The Managing  General  Partner has made available to the  Partnership a $300,000
line of credit. At the present time, the Partnership has no outstanding  amounts
due under this line of credit.  Based on present  plans,  the  Managing  General
Partner does not  anticipate  the need to borrow in the near future.  Other than
cash and cash equivalents,  the line of credit is the Partnership's  only unused
source of liquidity.

Beginning in 2001,  the  Partnership  began  insuring its property 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 property above the
AIMCO  limits  through  insurance  policies  obtained  by  AIMCO  from  insurers
unaffiliated  with the Managing General  Partner.  During the three months ended
March 31, 2002 and 2001, the Partnership was charged by AIMCO and its affiliates
approximately $64,000 and $70,000, respectively, for insurance coverage and fees
associated with policy claims administration.

Note C - 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 Managing  General Partner and
several of their  affiliated  partnerships  and corporate  entities.  The action
purports  to  assert  claims  on  behalf  of a class  of  limited  partners  and
derivatively  on behalf  of a number  of  limited  partnerships  (including  the
Partnership)  which are named as nominal  defendants,  challenging,  among other
things,  the  acquisition  of  interests  in certain  Managing  General  Partner
entities by Insignia Financial Group, Inc. ("Insignia") and entities which were,
at one  time,  affiliates  of  Insignia;  past  tender  offers  by the  Insignia
affiliates to acquire limited partnership units;  management of the partnerships
by the  Insignia  affiliates;  and the series of  transactions  which  closed on
October 1, 1998 and February 26, 1999 whereby  Insignia and Insignia  Properties
Trust,  respectively,  were merged  into AIMCO.  The  plaintiffs  seek  monetary
damages and equitable relief, including judicial dissolution of the Partnership.
On June 25, 1998, the Managing General Partner filed a motion seeking  dismissal
of the action.  In lieu of responding  to the motion,  the  plaintiffs  filed an
amended  complaint.  The Managing General Partner filed demurrers to the amended
complaint which were heard February 1999.

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

During the third  quarter of 2001, a complaint  (the "Heller  action") was filed
against  the same  defendants  that are named in the  Nuanes  action,  captioned
Heller v. Insignia Financial Group. On or about August 6, 2001, plaintiffs filed
a first amended  complaint.  The first amended complaint in the Heller action is
brought as a purported  derivative  action,  and asserts  claims for among other
things  breach  of  fiduciary  duty;  unfair  competition;   conversion,  unjust
enrichment;  and judicial  dissolution.  Plaintiffs in the Nuanes action filed a
motion to  consolidate  the Heller action with the Nuanes action and stated that
the Heller action was filed in order to preserve the derivative claims that were
dismissed  without  leave to amend in the Nuanes action by the Court order dated
July 10, 2001. On October 5, 2001, the Managing  General  Partner and affiliated
defendants  moved to strike the first  amended  complaint  in its  entirety  for
violating  the Court's July 10, 2001 order  granting in part and denying in part
defendants'  demurrer in the Nuanes action, or alternatively,  to strike certain
portions of the complaint based on the statute of limitations.  Other defendants
in the action  demurred to the fourth  amended  complaint,  and,  alternatively,
moved to strike the complaint. On December 11, 2001, the court heard argument on
the motions  and took the matters  under  submission.  On February 4, 2002,  the
Court  served  notice of its order  granting  defendants'  motion to strike  the
Heller complaint as a violation of its July 10, 2001 order in the Nuanes action.
On March 27, 2002,  the plaintiffs  filed a notice  appealing the order striking
the complaint.

Estate of Harry  Schubert v.  National  Property  Investors  4, Civil Action No.
97-09129, Court of Common Pleas of Bucks County, Pennsylvania.  During 1998, the
Plaintiff brought action against the Partnership  alleging that as the result of
carbon monoxide and methane  poisoning due to a malfunctioning  heat unit in the
deceased's   apartment  at  the  Partnership's   property,   the  decedent  lost
consciousness for several hours, suffered respiratory arrest, and suffered other
pains and injuries. The Plaintiff alleges breach of contract,  fraud, violations
of the Unfair Trade Practices and Consumer  Protection Law and negligence.  This
matter is currently in the preliminary  stages of discovery.  The  Partnership's
motion for summary judgment was denied June 22, 2001. The Partnership intends to
vigorously defend this matter.

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

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

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

The  matters  discussed  in this Form  10-QSB  contain  certain  forward-looking
statements  and  involve  risks and  uncertainties  (including  changing  market
conditions,   competitive  and  regulatory   matters,   etc.)  detailed  in  the
disclosures  contained  in this  Form  10-QSB  and the  other  filings  with the
Securities and Exchange  Commission made by the  Partnership  from time to time.
The  discussion  of  the  Partnership'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  Partnership's  business  and
results of operation.  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 property consists of one apartment complex, Village
of Pennbrook Apartments,  located in Falls Township,  Pennsylvania.  The average
occupancy  was 96% for both of the three month  periods ended March 31, 2002 and
2001.

Results of Operations

The Partnership  realized net income of approximately  $296,000 and $213,000 for
the three  months ended March 31, 2002 and 2001,  respectively.  The increase in
net  income  is  attributable  to an  increase  in total  revenues  and a slight
decrease in total expenses.  The increase in total revenues was primarily due to
an  increase  in rental and other  income.  Rental  income  increased  due to an
increase in average rental rates at the Partnership's  investment property while
maintaining  tenant  occupancy rates.  Other income  increased  primarily due to
increases in laundry income and other ancillary  services  partially offset by a
decrease in interest income.

Total expenses decreased primarily due to decreases in operating and general and
administrative expenses partially offset by an increase in interest expense. The
decrease in operating  expenses was primarily  due to a significant  decrease in
natural gas rates.  Interest  expense  increased due to the  refinancing  of the
mortgage  encumbering  Village  of  Pennbrook  Apartments  in August  2001 which
resulted in an higher average debt balance in 2002.  See "Capital  Resources and
Liquidity" for further discussion.

General and  administrative  expense  decreased  primarily  due to a decrease in
Partnership  management  fees  and  non-accountable   reimbursements  paid  with
distributions  from operations.  As no distributions  were paid during the three
months ended March 31, 2002, no such fees were paid.  General and administrative
expenses include the costs of services  provided by the Managing General Partner
and its affiliates as allowed under the  Partnership  Agreement as well as costs
associated  with the  quarterly  and annual  communications  with  investors and
regulatory agencies and the annual audit required by the Partnership Agreement.

As part of the ongoing  business plan of the  Partnership,  the Managing General
Partner  monitors the rental market  environment of its  investment  property 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 Managing General Partner attempts to protect the Partnership from
the burden of  inflation-related  increases in expenses by increasing  rents and
maintaining a high 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 Managing
General Partner will be able to sustain such a plan.

Capital Resources and Liquidity

At  March  31,  2002,  the  Partnership   had  cash  and  cash   equivalents  of
approximately  $430,000  compared to  approximately  $459,000 at March 31, 2001.
Cash and cash equivalents increased approximately $55,000 from December 31, 2001
due  to  approximately  $336,000  of  cash  provided  by  operating  activities,
partially  offset  by  approximately  $179,000  and  $102,000  of  cash  used in
financing  and  investing  activities,  respectively.  Cash  used  in  financing
activities consisted of payments made on the mortgage encumbering the Village at
Pennbrook  Apartments.  Cash used in investing  activities consisted of property
improvements  and  replacements.  The  Partnership  invests its working  capital
reserves in interest bearing accounts.

The Managing  General Partner has extended to the Partnership a $300,000 line of
credit.  At the present time, the  Partnership  has no  outstanding  amounts due
under this line of credit.  Based on present plans, the Managing General Partner
does not anticipate  the need to borrow in the near future.  Other than cash and
cash equivalents,  the line of credit is the Partnership's only unused source of
liquidity.

The sufficiency of existing  liquid assets to meet future  liability and capital
expenditure   requirements   is  directly   related  to  the  level  of  capital
expenditures required at the property 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.  Approximately  $285,000 has been
budgeted for capital  improvements  at Village of Pennbrook  Apartments for 2002
consisting primarily of parking area improvements,  floor covering, water heater
and appliance replacements and structural  improvements.  During the three month
period ended March 31, 2002, the Partnership completed approximately $102,000 of
capital improvements at Village of Pennbrook Apartments  consisting primarily of
maintenance   equipment   and  floor   covering,   appliance  and  water  heater
replacements.   These   improvements  were  funded  from  operating  cash  flow.
Additional  improvements  may be  considered  and will  depend  on the  physical
condition of the  property as well as  anticipated  cash flows  generated by the
property.  The capital  improvements  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  current assets are thought to be sufficient for any near term
needs  (exclusive  of capital  improvements)  of the  Partnership.  The mortgage
indebtedness of  approximately  $30,045,000 is being amortized over 20 years and
will mature in  September  2021 at which time the  mortgage is  scheduled  to be
fully amortized.

On August 31,  2001,  the  Partnership  refinanced  the  mortgage  note  payable
encumbering Village of Pennbrook  Apartments.  The refinancing replaced mortgage
indebtedness of $19,300,000 with a new mortgage of $30,400,000. The new mortgage
carries a stated  interest  rate of 7.01%  compared to a stated rate of 7.33% on
the old mortgage.

Pursuant to the Partnership Agreement,  the term of the Partnership is scheduled
to expire on December 31, 2005. Accordingly,  prior to such date the Partnership
will need to  either  sell its  investment  property  or extend  the term of the
Partnership.  If the Partnership is unable to extend its term, the ultimate sale
price of the investment property may be adversely affected.

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

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

Operations          $   --           $   --           $  787            $12.98

The  Partnership's  cash  available  for  distribution  is reviewed on a monthly
basis. Future cash distributions will depend on the levels of net cash generated
from operations,  the availability of cash reserves,  and the timing of the debt
maturity,  refinancing, and/or property sale. There can be no assurance that the
Partnership  will  generate  sufficient  funds from  operations  after  required
capital improvements to permit distributions to its partners in the remainder of
2002 or subsequent periods.

In addition to its  indirect  ownership of the general  partner  interest in the
Partnership,  AIMCO and its affiliates  owned 44,850 limited  partnership  units
(the "Units") in the Partnership representing 74.74% of the outstanding Units at
March 31, 2002. A number of these Units were acquired  pursuant to tender offers
made by AIMCO or its  affiliates.  It is possible  that AIMCO or its  affiliates
will  make  one  or  more  additional  offers  to  acquire   additional  limited
partnership  interests in the  Partnership  for cash or in exchange for units in
the operating partnership of AIMCO. Under the Partnership Agreement, unitholders
holding a majority of the Units are  entitled  to take action with  respect to a
variety of matters  which  would  include  voting on certain  amendments  to the
Partnership  Agreement and voting to remove the Managing General  Partner.  As a
result  of its  ownership  of  74.74% of the  outstanding  Units,  AIMCO is in a
position to influence all voting decisions with respect to the Registrant.  When
voting on matters, AIMCO would in all likelihood vote the Units it acquired in a
manner  favorable to the interest of the Managing General Partner because of its
affiliation with the Managing General Partner.  However,  with respect to 26,466
units, Insignia Properties,  LP, an affiliate of AIMCO, is required to vote such
Units: (i) against any increase in compensation  payable to the Managing General
Partner or to affiliates;  and (ii) on all other matters  submitted by it or its
affiliates, in proportion to the votes cast by non-tendering unitholders. Except
for  the  foregoing,  no  other  limitations  are  imposed  on  one  of  AIMCO's
affiliates',  L.P.'s ability to influence  voting  decisions with respect to the
Partnership.

<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 Managing  General Partner and
several of their  affiliated  partnerships  and corporate  entities.  The action
purports  to  assert  claims  on  behalf  of a class  of  limited  partners  and
derivatively  on behalf  of a number  of  limited  partnerships  (including  the
Partnership)  which are named as nominal  defendants,  challenging,  among other
things,  the  acquisition  of  interests  in certain  Managing  General  Partner
entities by Insignia Financial Group, Inc. ("Insignia") and entities which were,
at one  time,  affiliates  of  Insignia;  past  tender  offers  by the  Insignia
affiliates to acquire limited partnership units;  management of the partnerships
by the  Insignia  affiliates;  and the series of  transactions  which  closed on
October 1, 1998 and February 26, 1999 whereby  Insignia and Insignia  Properties
Trust,  respectively,  were merged  into AIMCO.  The  plaintiffs  seek  monetary
damages and equitable relief, including judicial dissolution of the Partnership.
On June 25, 1998, the Managing General Partner filed a motion seeking  dismissal
of the action.  In lieu of responding  to the motion,  the  plaintiffs  filed an
amended  complaint.  The Managing General Partner filed demurrers to the amended
complaint which were heard February 1999.

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

During the third  quarter of 2001, a complaint  (the "Heller  action") was filed
against  the same  defendants  that are named in the  Nuanes  action,  captioned
Heller v. Insignia Financial Group. On or about August 6, 2001, plaintiffs filed
a first amended  complaint.  The first amended complaint in the Heller action is
brought as a purported  derivative  action,  and asserts  claims for among other
things  breach  of  fiduciary  duty;  unfair  competition;   conversion,  unjust
enrichment;  and judicial  dissolution.  Plaintiffs in the Nuanes action filed a
motion to  consolidate  the Heller action with the Nuanes action and stated that
the Heller action was filed in order to preserve the derivative claims that were
dismissed  without  leave to amend in the Nuanes action by the Court order dated
July 10, 2001. On October 5, 2001, the Managing  General  Partner and affiliated
defendants  moved to strike the first  amended  complaint  in its  entirety  for
violating  the Court's July 10, 2001 order  granting in part and denying in part
defendants'  demurrer in the Nuanes action, or alternatively,  to strike certain
portions of the complaint based on the statute of limitations.  Other defendants
in the action  demurred to the fourth  amended  complaint,  and,  alternatively,
moved to strike the complaint. On December 11, 2001, the court heard argument on
the motions  and took the matters  under  submission.  On February 4, 2002,  the
Court  served  notice of its order  granting  defendants'  motion to strike  the
Heller complaint as a violation of its July 10, 2001 order in the Nuanes action.
On March 27, 2002,  the plaintiffs  filed a notice  appealing the order striking
the complaint.

Estate of Harry  Schubert v.  National  Property  Investors  4, Civil Action No.
97-09129, Court of Common Pleas of Bucks County, Pennsylvania.  During 1998, the
Plaintiff brought action against the Partnership  alleging that as the result of
carbon monoxide and methane  poisoning due to a malfunctioning  heat unit in the
deceased's   apartment  at  the  Partnership's   property,   the  decedent  lost
consciousness for several hours, suffered respiratory arrest, and suffered other
pains and injuries. The Plaintiff alleges breach of contract,  fraud, violations
of the Unfair Trade Practices and Consumer  Protection Law and negligence.  This
matter is currently in the preliminary  stages of discovery.  The  Partnership's
motion for summary judgment was denied June 22, 2001. The Partnership intends to
vigorously defend this matter.

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

ITEM 6.     EXHIBITS AND REPORTS ON FORM 8-K

            a)    Exhibits:

                  None.

            b)    Reports on Form 8-K:

                  None filed during the quarter ended March 31, 2002.
<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.



                                    NATIONAL PROPERTY INVESTORS 4


                                    By:   NPI EQUITY INVESTMENTS, INC.
                                          Managing 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: