10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

Form 10-Q

(Mark One)

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

For the quarterly period ended September 30, 2011

or

[ ]   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 0-11002

CONSOLIDATED CAPITAL PROPERTIES IV, LP

(Exact name of registrant as specified in its charter)

Delaware	94-2768742
(State or other jurisdiction of	(I.R.S. Employer
incorporation or organization)	Identification No.)

55 Beattie Place, PO Box 1089

Greenville, South Carolina  29602

(Address of principal executive offices)

(864) 239-1000

(Registrant’s telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. 

[X] Yes  [ ] No

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). [X] Yes  [ ] No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.  See the definitions of “large accelerated filer”, “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer [ ]	Accelerated filer [ ]
Non-accelerated filer [ ] (Do not check if a smaller reporting company)	Smaller reporting company [X]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). [ ] Yes  [X] No

PART I – FINANCIAL INFORMATION

ITEM 1.     FINANCIAL STATEMENTS

CONSOLIDATED CAPITAL PROPERTIES IV, LP

CONSOLIDATED BALANCE SHEETS

(Unaudited)

(In thousands)

	September 30,	December 31,
	2011	2010
Assets
Cash and cash equivalents	$    217	$  1,378
Receivables and deposits	418	387
Restricted escrows	450	196
Other assets	268	390
Investment properties:
Land	1,035	1,035
Buildings and related personal property	57,823	65,640
Total investment property	58,858	66,675
Less accumulated depreciation	(35,424)	(41,878)
Investment property, net	23,434	24,797
Total assets	$ 24,787	$ 27,148
Liabilities and Partners' Deficit
Liabilities
Accounts payable	$    606	$    491
Tenant security deposit liabilities	165	128
Accrued property taxes	369	487
Other liabilities	684	705
Due to affiliates	141	--
Distributions payable	3,892	3,892
Mortgage notes payable	34,562	34,971
Total liabilities	40,419	40,674
Partners' Deficit
General partners	(10,161)	(10,077)
Limited partners	(5,471)	(3,449)
Total partners’ deficit	(15,632)	(13,526)
Total liabilities and partners’ deficit	$ 24,787	$ 27,148

See Accompanying Notes to Consolidated Financial Statements

CONSOLIDATED CAPITAL PROPERTIES IV, LP

CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

(In thousands, except per unit data)

	Three Months Ended		Nine Months Ended
	September 30,		September 30,
	2011	2010	2011	2010
Revenues:
Rental income	$ 1,868	$ 1,860	$ 5,514	$ 5,566
Other income	274	270	822	812
Total revenues	2,142	2,130	6,336	6,378
Expenses:
Operating	1,297	1,135	3,203	3,433
General and administrative	58	57	186	201
Depreciation	1,117	1,100	3,342	3,331
Interest	577	623	1,737	1,842
Property taxes	123	96	374	379
Total expenses	3,172	3,011	8,842	9,186
Casualty gains	--	13	400	811
Net loss	$(1,030)	$  (868)	$(2,106)	$(1,997)
Net loss allocated to general
partners (4%)	$   (41)	$   (35)	$   (84)	$   (80)
Net loss allocated to limited
partners (96%)	$  (989)	$  (833)	$(2,022)	$(1,917)
Net loss per limited partnership unit	$ (2.89)	$ (2.43)	$ (5.90)	$ (5.59)

See Accompanying Notes to Consolidated Financial Statements

CONSOLIDATED CAPITAL PROPERTIES IV, LP

CONSOLIDATED STATEMENT OF CHANGES IN PARTNERS' DEFICIT

(Unaudited)

(In thousands)

			Total
	General	Limited	Partners'
	Partners	Partners	Deficit
Partners' deficit at December 31, 2010	$(10,077)	$ (3,449)	$(13,526)
Net loss for the nine months ended
September 30, 2011	(84)	(2,022)	(2,106)
Partners' deficit at September 30, 2011	$(10,161)	$ (5,471)	$(15,632)

See Accompanying Notes to Consolidated Financial Statements

CONSOLIDATED CAPITAL PROPERTIES IV, LP

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

(In thousands)

	Nine Months Ended
	September 30,
	2011	2010
Cash flows from operating activities:
Net loss	$ (2,106)	$ (1,997)
Adjustments to reconcile net loss to net cash provided by
operating activities:
Depreciation	3,342	3,331
Amortization of loan costs	171	171
Amortization of discount on note receivable	--	(15)
Casualty gains	(400)	(811)
Change in accounts:
Receivables and deposits	(31)	(107)
Restricted escrows	--	(36)
Other assets	(49)	(56)
Accounts payable	37	(42)
Tenant security deposit liabilities	37	14
Accrued property taxes	(118)	(137)
Other liabilities	(21)	1
Due to affiliates	1	65
Net cash provided by operating activities	863	381
Cash flows from investing activities:
Property improvements and replacements	(1,901)	(1,236)
Net (deposits to) withdrawals from restricted escrows	(35)	4
Insurance proceeds received	181	427
Net cash used in investing activities	(1,755)	(805)
Cash flows from financing activities:
Payments on mortgage notes payable	(409)	(383)
Advances from affiliate	140	1,189
Payments on advances from affiliate	--	(261)
Net cash provided by (used in) financing activities	(269)	545
Net increase (decrease) in cash and cash equivalents	(1,161)	121
Cash and cash equivalents at beginning of period	1,378	99
Cash and cash equivalents at end of period	$    217	$    220
Supplemental disclosure of cash flow information:
Cash paid for interest	$  1,573	$  1,601
Supplemental disclosure of non-cash information:
Property improvements and replacements included in
accounts payable	$   417	$   215
Insurance proceeds held by lender in escrow	$   400	$   384

See Accompanying Notes to Consolidated Financial Statements

CONSOLIDATED CAPITAL PROPERTIES IV, LP

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

Note A – Basis of Presentation

The accompanying unaudited consolidated financial statements of Consolidated Capital Properties IV, LP (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-Q and Article 8-03 of Regulation S-X.  Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements.  In the opinion of ConCap Equities, Inc. ("CEI" or the "General Partner"), all adjustments (consisting of normal recurring items) considered necessary for a fair presentation have been included. Operating results for the three and nine months ended September 30, 2011 are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2011. The consolidated balance sheet at December 31, 2010 has been derived from the audited financial statements at that date but does not include all of the information and disclosures required by generally accepted accounting principles for complete financial statements. For further information, refer to the consolidated financial statements and footnotes thereto included in the Partnership's Annual Report on Form 10-K for the fiscal year ended December 31, 2010. The General Partner is a subsidiary of Apartment Investment and Management Company ("Aimco"), a publicly traded real estate investment trust.

Going Concern: The Partnership Agreement provides that the Partnership is to terminate on December 31, 2011 unless terminated prior to such date. Since the Partnership’s term will expire on December 31, 2011 and the term cannot be extended, the General Partner is currently evaluating its plans with respect to the Partnership’s three properties (see merger discussion below). The 2011 and 2010 consolidated financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the outcome of this uncertainty.

Subsequent Events: The Partnership’s management evaluated subsequent events through the time this Quarterly Report on Form 10-Q was filed.

Net Loss per Limited Partnership Unit: Net loss per limited partnership unit is computed by dividing net loss allocated to the limited partners by the number of units outstanding at the beginning of the fiscal year. The number of units used was 342,759 and 342,763 for the three and nine months ended September 30, 2011 and 2010, respectively.

Organization: On July 28, 2011, the Partnership entered into an agreement and plan of merger (the “Merger Agreement”) with AIMCO Properties, L.P., a Delaware limited partnership, and AIMCO CCP IV Merger Sub LLC, a Delaware limited liability company of which AIMCO Properties, L.P. is the sole member (the “Merger Subsidiary”), pursuant to which the Merger Subsidiary will be merged with and into the Partnership, with the Partnership as the surviving entity.

In the merger, each unit of limited partnership interest (each, a “Unit”) of the Partnership outstanding immediately prior to the consummation of the merger (other than Units held by limited partners who perfect their appraisal rights pursuant to the Merger Agreement) will be converted into the right to receive, at the election of the limited partner, either (i) $57.44 in cash (the “Cash Consideration”) or (ii) a number of partnership common units of AIMCO Properties, L.P. calculated by dividing $57.44 by the average closing price of Aimco common stock, as reported on the New York Stock Exchange, over the ten consecutive trading days ending on the second trading day immediately prior to the effective time of the merger. However, if AIMCO Properties, L.P. determines that the law of the state or other jurisdiction in which a limited partner resides would prohibit the issuance of partnership common units of AIMCO Properties, L.P. in that state or other jurisdiction (or that registration or qualification in that state or jurisdiction would be prohibitively costly), then such limited partner will only be entitled to receive the Cash Consideration for each Unit. Those limited partners who do not make an election will be deemed to have elected to receive the Cash Consideration.

In the merger, AIMCO Properties, L.P.’s membership interest in the Merger Subsidiary will be converted into Units of the Partnership. As a result, after the merger, AIMCO Properties, L.P. will be the sole limited partner of the Partnership, holding all outstanding Units. CEI will continue to be the general partner of the Partnership after the merger, and the Partnership’s partnership agreement in effect immediately prior to the merger will remain unchanged after the merger.

Completion of the merger is subject to certain conditions, including approval by a majority in interest of the limited partners holding Units. In addition, the terms of the merger may be modified before the merger is completed. As of September 30, 2011 and December 31, 2010, the Partnership had issued and outstanding 342,759 Units, and AIMCO Properties, L.P. and its affiliates owned 237,778.5 of those Units, or approximately 69.4% of the number of outstanding Units. AIMCO Properties, L.P and its affiliates have indicated that they intend to take action by written consent to approve the merger.

Note B - Transactions with Affiliated Parties

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

Affiliates of the General Partner receive 5% of gross receipts from all of the Partnership's properties as compensation for providing property management services. The Partnership paid to such affiliates approximately $313,000 and $307,000 for the nine months ended September 30, 2011 and 2010, respectively, which is included in operating expenses.

Affiliates of the General Partner charged the Partnership for reimbursement of accountable administrative expenses amounting to approximately $167,000 and $175,000 for the nine months ended September 30, 2011 and 2010, respectively, which is included in general and administrative expenses and investment properties. The portion of these reimbursements included in investment properties at September 30, 2011 and 2010 are construction management services provided by an affiliate of the General Partner of approximately $66,000 and $63,000, respectively.

In accordance with the Partnership Agreement, AIMCO Properties, L.P., an affiliate of the General Partner advanced the Partnership approximately $140,000 and $1,189,000 during the nine months ended September 30, 2011 and 2010, respectively. The advances received during the nine months ended September 30, 2011 were made to assist with the operations for Post Ridge Apartments. The advances received during the nine months ended September 30, 2010 were made to assist with the payment of real estate taxes and operations for all of the Partnership’s investment properties and capital expenditures at two of its investment properties. Interest on advances was charged at a variable rate based on the market rate for similar type loans. Affiliates of the General Partner review the market rate quarterly. The interest rate on outstanding advances at September 30, 2011 was 11.25% and interest expense was approximately $1,000 and $80,000 for the nine months ended September 30, 2011 and 2010, respectively. During the nine months ended September 30, 2010, the Partnership repaid AIMCO Properties, L.P. approximately $276,000, which included approximately $15,000 of accrued interest. There were no such repayments during the nine months ended September 30, 2011. At September 30, 2011 the amount of outstanding loans and associated accrued interest owed to AIMCO Properties, LP was approximately $141,000 and is included in due to affiliates. There were no outstanding loans or accrued interest owed at December 31, 2010. Subsequent to September 30, 2011, the Partnership received an advance of approximately $310,000 to assist with capital expenditures at 865 Bellevue Apartments. The Partnership may receive additional advances of funds from AIMCO Properties, L.P., although AIMCO Properties, L.P. is not obligated to provide such advances.  For more information on AIMCO Properties, L.P., including copies of its audited balance sheets, please see its reports filed with the Securities and Exchange Commission.

The Partnership Agreement provides for a special management fee equal to 9% of the total distributions made to the limited partners from cash flow provided by operations to be paid to the General Partner for executive and administrative management services. There were no such special management fees paid or earned during the nine months ended September 30, 2011 and 2010 as there were no operating distributions during this time.

For acting as real estate broker in connection with the sale of South Port Apartments in 2003, the General Partner was paid a real estate commission of approximately $295,000.  When the Partnership terminates, the General Partner will have to return this commission if the limited partners do not receive their original invested capital plus a 6% per annum cumulative return. In connection with the Merger Agreement, the return of this amount was included in the calculation of the Cash Consideration.

Prior to 2010, the Partnership distributed various amounts from the proceeds of property sales and refinancings. At both September 30, 2011 and December 31, 2010, approximately $3,892,000 of these distributions from proceeds are payable to the General Partner and Special Limited Partners as the distributions are subordinated and deferred per the Partnership Agreement until the limited partners receive 100% of their original capital contributions from surplus cash. As of September 30, 2011, the limited partners have not received the 100% return of their original capital contributions. Therefore, the General Partner and Special Limited Partners are not entitled to receive these distributions. In connection with the Merger Agreement, the Cash Consideration was determined without deducting these distributions.

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, general liability and vehicle liability. The Partnership insures its properties above the Aimco limits through insurance policies obtained by Aimco from insurers unaffiliated with the General Partner. During the nine months ended September 30, 2011, the Partnership was charged by Aimco and its affiliates approximately $135,000 for hazard insurance coverage and fees associated with policy claims administration. Additional charges will be incurred by the Partnership during 2011 as other insurance policies renew later in the year. The Partnership was charged by Aimco and its affiliates approximately $229,000 for insurance coverage and fees associated with policy claims administration during the year ended December 31, 2010.

Note C – Casualty Events

In February 2009, Arbours of Hermitage Apartments suffered wind damage to the roof of one of its buildings.  The estimated cost to repair the damaged units was approximately $9,000. During 2009, the Partnership incurred approximately $13,000 in clean up costs, which were included in operating expense and received insurance proceeds of approximately $9,000. The Partnership recognized a casualty gain of approximately $9,000 during 2009 as the damaged assets were fully depreciated at the time of the casualty. During the nine months ended September 30, 2010, the Partnership recognized an additional casualty gain of approximately $4,000 due to the receipt of additional insurance proceeds.

In September 2009, Arbours of Hermitage Apartments suffered water damage to its property as a result of severe rain storms and flooding.  The cost to repair the damage was approximately $18,000. During the nine months ended September 30, 2010, the Partnership received insurance proceeds of approximately $15,000 related to this casualty and recognized a casualty gain of approximately $15,000 as the damaged assets were fully depreciated at the time of the casualty.

In November 2009, Arbours of Hermitage Apartments suffered fire damage to several of its buildings. The cost to repair the damaged buildings was approximately $1,350,000, including approximately $41,000 of clean up costs and $104,000 for lost rents. The $104,000 for lost rents is included in receivables and deposits at September 30, 2011 and December 31, 2010. During the nine months ended September 30, 2010, the Partnership incurred approximately $36,000 of clean up costs which are included in operating expense and are offset by insurance proceeds of approximately $36,000. Insurance proceeds of approximately $812,000 were received during the nine months ended September 30, 2010, which included approximately $36,000 for clean-up costs. Insurance proceeds received of approximately $181,000 were held in escrow with the mortgage lender as of December 31, 2010 and released to the property during the nine months ended September 30, 2011. The Partnership recognized a casualty gain of approximately $776,000 during the nine months ended September 30, 2010 as the damaged assets were fully depreciated at the time of the casualty. The Partnership anticipates receiving additional proceeds related to this casualty during 2011.

In January 2010, Arbours of Hermitage Apartments suffered water damage to its property as a result of severe rain storms. The cost to repair the damage was approximately $18,000. During the three and nine months ended September 30, 2010, the Partnership received insurance proceeds of approximately $4,000 and $7,000, respectively, related to this casualty and recognized a casualty gain of approximately $4,000 and $7,000, respectively, as the damaged assets were fully depreciated at the time of the casualty.

During May 2010, all of the Partnership’s investment properties incurred damages from a severe rain storm. The damages at 865 Bellevue Apartments consisted of water leaks in several of the apartment units. The cost to repair the units and improve drainage was approximately $2,000 which was included in operating expenses during the nine months ended September 30, 2010. No insurance proceeds are expected to be received related to this casualty. The damages at Arbours of Hermitage Apartments consisted of water leaks and downed trees. The cost to repair the units and clean up the landscaping damage was approximately $20,000. During the three and nine months ended September 30, 2010, the Partnership received insurance proceeds of approximately $7,000 related to this casualty and recognized a casualty gain of approximately $7,000 as the damaged assets were fully depreciated at the time of the casualty. During the fourth quarter of 2010, the Partnership received insurance proceeds of approximately $12,000 related to this casualty and recognized an additional casualty gain of approximately $12,000. No additional insurance proceeds are expected to be received related to this casualty. The damages at Post Ridge Apartments consisted of water leaks to several of the apartment units, downed trees and land erosion. The cost to repair the units and clean up the landscaping damage was approximately $45,000. During the three and nine months ended September 30, 2010, the Partnership received insurance proceeds of approximately $41,000, of which approximately $39,000 was for costs associated with the repair of the damaged units and clean up of the landscaping damage and was included as an offset to operating expenses. The Partnership recognized a casualty gain of approximately $2,000 during the three and nine months ended September 30, 2010 as the damaged assets were fully depreciated at the time of the casualty. During the fourth quarter of 2010, the Partnership received additional insurance proceeds of approximately $4,000, all of which was for costs associated with the repair of the damaged units and clean up of the landscaping damage and was included as an offset to operating expenses. Additional costs of approximately $309,000 were incurred related to addressing the land erosion.  The Partnership will not receive any insurance proceeds for these additional costs. As of September 30, 2011 and December 31, 2010, the Partnership had incurred approximately $118,000 and $147,000, respectively, in capital expenditures and approximately $1,000 and $43,000, respectively, in operating expenses related to the land erosion.

In April 2011, 865 Bellevue Apartments suffered fire damage to one of its apartment buildings as a result of lightning strikes. The damages to the building include complete destruction of four of the units and significant smoke and water damage to the remaining four units in the building. All eight units will require complete replacement. The estimated cost to repair the damaged units is approximately $900,000, including approximately $170,000 of clean up costs and $50,000 for lost rents. The Partnership anticipates receiving insurance proceeds related to this casualty. During the three and nine months ended September 30, 2011, the Partnership incurred costs of approximately $430,000 and $448,000, respectively, related to this casualty, of which approximately $289,000 and $295,000, respectively, were for capital expenditures and approximately $141,000 and $153,000, respectively, were for clean up costs which are included in operating expense. During the nine months ended September 30, 2011, the Partnership recognized a casualty gain of $400,000 due to the receipt of $400,000 of insurance proceeds, as the assets were fully depreciated. The insurance proceeds of $400,000 were held in escrow with the mortgage lender at September 30, 2011 and are included in restricted escrows on the consolidated balance sheet at September 30, 2011. The Partnership anticipates receiving additional proceeds related to this casualty during 2011.

Note D – Note Receivable

In connection with the sale of Belmont Place in December 2008, the Partnership provided partial financing of $2,250,000 to the purchaser.  Monthly payments of interest only commenced February 1, 2009 and were to continue through November 1, 2034, which was consistent with the maturity of the senior mortgage loan on Belmont Place that was assumed by the purchaser in connection with the sale. The entire principal balance of the note was due at maturity. Interest on the note was payable at a rate of 3.5% for the first three years and 4% each year thereafter until maturity.  At the date of the sale, the fair value of the note receivable was approximately $1,512,000 and accordingly the Partnership recorded a discount of approximately $738,000 which was calculated using a rate of 6.5%.  The discount was to be amortized over the term of the note. During the nine months ended September 30, 2010, the Partnership recognized approximately $75,000 of interest income associated with this note which is included in other income. During the fourth quarter of 2010, the Partnership received from the purchaser $2,250,000 plus accrued interest in full satisfaction of the note receivable. The remaining discount balance at the date of payment of approximately $701,000 was recognized as interest income during the fourth quarter of 2010.

Note E – Fair Value of Financial Instruments

Financial Accounting Standards Board Accounting Standards Codification Topic 825, “Financial Instruments”, requires disclosure of fair value information about financial instruments, whether or not recognized in the balance sheet, for which it is practicable to estimate fair value. Fair value is defined as the amount at which the instruments could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. The Partnership believes that the carrying amount of its financial instruments (except for mortgage notes payable) approximates their fair value due to the short term maturity of these instruments. The Partnership estimates the fair value of its mortgage notes payable by discounting future cash flows using a discount rate commensurate with that currently believed to be available to the Partnership for similar term, mortgage notes payable. At September 30, 2011, the fair value of the Partnership's mortgage notes payable at the Partnership's incremental borrowing rate was approximately $37,789,000.

Note F – Investment Property

During the nine months ended September 30, 2011, the Partnership retired and wrote off personal property no longer being used that had a cost basis of approximately $9,518,000 and accumulated depreciation of approximately $9,518,000.

Note G – Contingencies

The Partnership is unaware of any 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.

Environmental

Various Federal, state and local laws subject property owners or operators to liability for management, and the costs of removal or remediation, of certain potentially hazardous materials  present on a property, including lead-based paint, asbestos, polychlorinated biphenyls, petroleum-based fuels, and other miscellaneous materials. Such laws often impose liability without regard to whether the owner or operator knew of, or was responsible for, the release or presence of such materials. The presence of, or the failure to manage or remedy properly, these materials may adversely affect occupancy at affected apartment communities and the ability to sell or finance affected properties. In addition to the costs associated with investigation and remediation actions brought by government agencies, and potential fines or penalties imposed by such agencies in connection therewith, the improper management of these materials on a property could result in claims by private plaintiffs for personal injury, disease, disability or other infirmities. Various laws also impose liability for the cost of removal, remediation or disposal of these materials through a licensed disposal or treatment facility. Anyone who arranges for the disposal or treatment of these materials is potentially liable under such laws. These laws often impose liability whether or not the person arranging for the disposal ever owned or operated the disposal facility. In connection with the ownership, operation and management of its properties, the Partnership could potentially be responsible for environmental liabilities or costs associated with its properties.    

Mold

The Partnership is aware of lawsuits against owners and managers of multifamily properties asserting claims of personal injury and property damage caused by the presence of mold, some of which have resulted in substantial monetary judgments or settlements.  The Partnership has only limited insurance coverage for property damage loss claims arising from the presence of mold and for personal injury claims related to mold exposure. Affiliates of the General Partner have implemented policies, procedures, third-party audits and training and the General Partner believes that these measures will prevent or eliminate mold exposure and will minimize the effects that mold may have on residents. During the nine months ended September 30, 2011, the Partnership incurred approximately $342,000 related to mold removal in connection with repairs to apartment units at the Partnership’s investment properties. As of December 31, 2010, the Partnership had incurred approximately $3,035,000 related to mold removal in connection with repairs to apartment units at the Partnership’s investment properties. The Partnership may incur future expenses related to mold removal in some of its apartment units in connection with other repairs or renovations. The Partnership cannot estimate the amount, if any, of these future costs. Because the law regarding mold is unsettled and subject to change the General Partner can make no assurance that liabilities resulting from the presence of or exposure to mold will not have a material adverse effect on the Partnership’s consolidated financial condition or results of operations.

ITEM 2.     MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS  OF OPERATIONS

The Private Securities Litigation Reform Act of 1995 provides a “safe harbor” for forward-looking statements in certain circumstances. Certain information included in this Quarterly Report contains or may contain information that is forward-looking within the meaning of the federal securities laws, including, without limitation, statements regarding the Partnership’s ability to maintain current or meet projected occupancy, rental rates and property operating results and the effect of redevelopments. Actual results may differ materially from those described in these forward-looking statements and, in addition, will be affected by a variety of risks and factors, some of which are beyond the Partnership’s control, including, without limitation: financing risks, including the availability and cost of financing and the risk that the Partnership’s cash flows from operations may be insufficient to meet required payments of principal and interest; natural disasters and severe weather such as hurricanes; national and local economic conditions, including the pace of job growth and the level of unemployment; energy costs; the terms of governmental regulations that affect the Partnership’s properties and interpretations of those regulations; the competitive environment in which the Partnership operates; real estate risks, including fluctuations in real estate values and the general economic climate in local markets and competition for residents in such markets; insurance risk, including the cost of insurance; litigation, including costs associated with prosecuting or defending claims and any adverse outcomes; and possible environmental liabilities, including costs, fines or penalties that may be incurred due to necessary remediation of contamination of properties presently owned or previously owned by the Partnership. Readers should carefully review the Partnership’s consolidated financial statements and the notes thereto, as well as the other documents the Partnership files from time to time with the Securities and Exchange Commission.

The Partnership's investment properties consist of three apartment complexes. The following table sets forth the average occupancy of the properties for the nine months ended September 30, 2011 and 2010:

	Average Occupancy
Property	2011	2010
Arbours of Hermitage Apartments	94%	93%
Nashville, TN
865 Bellevue Apartments	96%	97%
Nashville, TN
Post Ridge Apartments (1)	95%	98%
Nashville, TN

(1)    ­­­­­­The General Partner attributes the decrease in occupancy at Post Ridge Apartments to residents purchasing homes.

The Partnership’s financial results depend 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 that are outside the control of the Partnership such as the local economic climate and weather can adversely or positively affect the Partnership’s financial results.

Results of Operations

The Partnership recognized net losses of approximately $1,030,000 and $2,106,000 for the three and nine months ended September 30, 2011, respectively, compared to net losses of approximately $868,000 and $1,997,000 for the three and nine months ended September 30, 2010, respectively. The increase in net loss for the three months ended September 30, 2011 is due to an increase in total expenses and the recognition of casualty gains during the three months ended September 30, 2010. Total revenues remained relatively constant for the three months ended September 30, 2011. The increase in net loss for the nine months ended September 30, 2011 is due to a decrease in total revenues and a decrease in the recognition of casualty gains, partially offset by a decrease in total expenses.

The decrease in total revenues for the nine months ended September 30, 2011 is primarily due to a decrease in rental income. The decrease in rental income for the nine months ended September 30, 2011 is primarily due to decreases in occupancy at 865 Bellevue Apartments and Post Ridge Apartments and increases in bad debt expense at all three of the investment properties, partially offset by increases in the average rental rates at all three investment properties and an increase in occupancy at Arbours of Hermitage Apartments. Other income was relatively constant for the three and nine months ended September 30, 2011 as an increase in various service fees charged to residents at Arbours of Hermitage Apartments and Post Ridge Apartments was offset by a decrease in interest income. The decrease in interest income received by the Partnership is due to the repayment of the note receivable from the 2008 sale of one of the Partnership’s investment properties during the fourth quarter of 2010.

The increase in total expenses for the three months ended September 30, 2011 is due to increases in operating and property tax expenses, partially offset by a decrease in interest expense. General and administrative and depreciation expenses remained relatively constant for the three months ended September 30, 2011. The decrease in total expenses for the nine months ended September 30, 2011 is due to decreases in operating and interest expenses. General and administrative, depreciation and property tax expenses remained relatively constant for the nine months ended September 30, 2011. Operating expense increased for the three months ended September 30, 2011 primarily due to an increase in clean up costs incurred in 2011 associated with repairing apartment units affected by a fire at 865 Bellevue Apartments. The decrease in operating expenses for the nine months ended September 30, 2011 is primarily due to decreases in clean up costs incurred in 2010 associated with repairing apartment units affected by fire and water damage during 2009 and utilities primarily at Arbours of Hermitage Apartments, partially offset by an increase in clean up costs incurred in 2011 associated with repairing apartment units affected by a fire at 865 Bellevue Apartments. Property tax expense increased for the three month period due to the receipt of refunds in 2010 related to the successful appeal of the 2009 assessed value of all three investment properties as an adjustment was recorded in the three months ended September 30, 2010 based on the decreased assessed value. Interest expense decreased for both periods as a result of scheduled payments made on the mortgages encumbering all of the Partnership’s investment properties which reduced the carrying value of the mortgages and a decrease in interest on advances from AIMCO Properties, L.P. as a result of the advances being repaid in full during 2010.

Included in general and administrative expenses for the three and nine months ended September 30, 2011 and 2010 are management reimbursements to the General Partner as allowed under the Partnership Agreement, costs associated with the quarterly and annual communications with investors and regulatory agencies and costs associated with the annual audit required by the Partnership Agreement.

In February 2009, Arbours of Hermitage Apartments suffered wind damage to the roof of one of its buildings.  The estimated cost to repair the damaged units was approximately $9,000. During 2009, the Partnership incurred approximately $13,000 in clean up costs, which were included in operating expense and received insurance proceeds of approximately $9,000. The Partnership recognized a casualty gain of approximately $9,000 during 2009 as the damaged assets were fully depreciated at the time of the casualty. During the nine months ended September 30, 2010, the Partnership recognized an additional casualty gain of approximately $4,000 due to the receipt of additional insurance proceeds.

In September 2009, Arbours of Hermitage Apartments suffered water damage to its property as a result of severe rain storms and flooding.  The cost to repair the damage was approximately $18,000. During the nine months ended September 30, 2010, the Partnership received insurance proceeds of approximately $15,000 related to this casualty and recognized a casualty gain of approximately $15,000 as the damaged assets were fully depreciated at the time of the casualty.

In November 2009, Arbours of Hermitage Apartments suffered fire damage to several of its buildings. The cost to repair the damaged buildings was approximately $1,350,000, including approximately $41,000 of clean up costs and $104,000 for lost rents. The $104,000 for lost rents is included in receivables and deposits at September 30, 2011 and December 31, 2010. During the nine months ended September 30, 2010, the Partnership incurred approximately $36,000 of clean up costs which are included in operating expense and are offset by insurance proceeds of approximately $36,000. Insurance proceeds of approximately $812,000 were received during the nine months ended September 30, 2010, which included approximately $36,000 for clean-up costs. Insurance proceeds received of approximately $181,000 were held in escrow with the mortgage lender as of December 31, 2010 and released to the property during the nine months ended September 30, 2011. The Partnership recognized a casualty gain of approximately $776,000 during the nine months ended September 30, 2010 as the damaged assets were fully depreciated at the time of the casualty. The Partnership anticipates receiving additional proceeds related to this casualty during 2011.

In January 2010, Arbours of Hermitage Apartments suffered water damage to its property as a result of severe rain storms. The cost to repair the damage was approximately $18,000. During the three and nine months ended September 30, 2010, the Partnership received insurance proceeds of approximately $4,000 and $7,000, respectively, related to this casualty and recognized a casualty gain of approximately $4,000 and $7,000, respectively, as the damaged assets were fully depreciated at the time of the casualty.

During May 2010, all of the Partnership’s investment properties incurred damages from a severe rain storm. The damages at 865 Bellevue Apartments consisted of water leaks in several of the apartment units. The cost to repair the units and improve drainage was approximately $2,000 which was included in operating expenses during the nine months ended September 30, 2010. No insurance proceeds are expected to be received related to this casualty. The damages at Arbours of Hermitage Apartments consisted of water leaks and downed trees. The cost to repair the units and clean up the landscaping damage was approximately $20,000. During the three and nine months ended September 30, 2010, the Partnership received insurance proceeds of approximately $7,000 related to this casualty and recognized a casualty gain of approximately $7,000 as the damaged assets were fully depreciated at the time of the casualty. During the fourth quarter of 2010, the Partnership received insurance proceeds of approximately $12,000 related to this casualty and recognized an additional casualty gain of approximately $12,000. No additional insurance proceeds are expected to be received related to this casualty. The damages at Post Ridge Apartments consisted of water leaks to several of the apartment units, downed trees and land erosion. The cost to repair the units and clean up the landscaping damage was approximately $45,000. During the three and nine months ended September 30, 2010, the Partnership received insurance proceeds of approximately $41,000, of which approximately $39,000 was for costs associated with the repair of the damaged units and clean up of the landscaping damage and was included as an offset to operating expenses. The Partnership recognized a casualty gain of approximately $2,000 during the three and nine months ended September 30, 2010 as the damaged assets were fully depreciated at the time of the casualty. During the fourth quarter of 2010, the Partnership received additional insurance proceeds of approximately $4,000, all of which was for costs associated with the repair of the damaged units and clean up of the landscaping damage and was included as an offset to operating expenses. Additional costs of approximately $309,000 were incurred related to addressing the land erosion.  The Partnership will not receive any insurance proceeds for these additional costs. As of September 30, 2011 and December 31, 2010, the Partnership had incurred approximately $118,000 and $147,000, respectively, in capital expenditures and approximately $1,000 and $43,000, respectively, in operating expenses related to the land erosion.

In April 2011, 865 Bellevue Apartments suffered fire damage to one of its apartment buildings as a result of lightning strikes. The damages to the building include complete destruction of four of the units and significant smoke and water damage to the remaining four units in the building. All eight units will require complete replacement. The estimated cost to repair the damaged units is approximately $900,000, including approximately $170,000 of clean up costs and $50,000 for lost rents. The Partnership anticipates receiving insurance proceeds related to this casualty. During the three and nine months ended September 30, 2011, the Partnership incurred costs of approximately $430,000 and $448,000, respectively, related to this casualty, of which approximately $289,000 and $295,000, respectively, were for capital expenditures and approximately $141,000 and $153,000, respectively, were for clean up costs which are included in operating expense. During the nine months ended September 30, 2011, the Partnership recognized a casualty gain of $400,000 due to the receipt of $400,000 of insurance proceeds, as the assets were fully depreciated. The insurance proceeds of $400,000 were held in escrow with the mortgage lender at September 30, 2011 and are included in restricted escrows on the consolidated balance sheet at September 30, 2011. The Partnership anticipates receiving additional proceeds related to this casualty during 2011.

Liquidity and Capital Resources

At September 30, 2011, the Partnership had cash and cash equivalents of approximately $217,000, compared to approximately $1,378,000 at December 31, 2010. The decrease in cash and cash equivalents of approximately $1,161,000 from December 31, 2010 is due to approximately $1,755,000 and $269,000 of cash used in investing and financing activities, respectively, partially offset by approximately $863,000 of cash provided by operating activities. Cash used in investing activities consisted of property improvements and replacements and deposits to restricted escrows, partially offset by insurance proceeds received. Cash used in financing activities consisted of principal payments made on the mortgages encumbering the Partnership’s investment properties, partially offset by advances from AIMCO Properties, LP.

In accordance with the Partnership Agreement, AIMCO Properties, L.P., an affiliate of the General Partner advanced the Partnership approximately $140,000 and $1,189,000 during the nine months ended September 30, 2011 and 2010, respectively. The advances received during the nine months ended September 30, 2011 were made to assist with the operations for Post Ridge Apartments. The advances received during the nine months ended September 30, 2010 were made to assist with the payment of real estate taxes and operations for all of the Partnership’s investment properties and capital expenditures at two of its investment properties. Interest on advances was charged at a variable rate based on the market rate for similar type loans. Affiliates of the General Partner review the market rate quarterly. The interest rate on outstanding advances at September 30, 2011 was 11.25% and interest expense was approximately $1,000 and $80,000 for the nine months ended September 30, 2011 and 2010, respectively. During the nine months ended September 30, 2010, the Partnership repaid AIMCO Properties, L.P. approximately $276,000, which included approximately $15,000 of accrued interest. There were no such repayments during the nine months ended September 30, 2011. At September 30, 2011 the amount of outstanding loans and associated accrued interest owed to AIMCO Properties, LP was approximately $141,000. There were no outstanding loans or accrued interest owed at December 31, 2010. Subsequent to September 30, 2011, the Partnership received an advance of approximately $310,000 to assist with capital expenditures at 865 Bellevue Apartments. The Partnership may receive additional advances of funds from AIMCO Properties, L.P., although AIMCO Properties, L.P. is not obligated to provide such advances.  For more information on AIMCO Properties, L.P., including copies of its audited balance sheets, please see its reports filed with the Securities and Exchange Commission.

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.  Capital improvements planned for each of the Partnership's properties are detailed below.

Arbours of Hermitage Apartments

During the nine months ended September 30, 2011, the Partnership completed approximately $1,082,000 of capital improvements at Arbours of Hermitage Apartments, consisting primarily of wall covering and floor covering replacements, structural improvements, pool resurfacing, air conditioning unit replacements and construction related to the fire damage discussed above. These improvements were funded from operating cash flow, insurance proceeds and Partnership reserves. The Partnership regularly evaluates the capital improvement needs of the property. While the Partnership has no material commitments for property improvements and replacements, certain routine capital expenditures are anticipated during the remainder of 2011. Such capital expenditures will depend on the physical condition of the property as well as anticipated cash flow generated by the property.

865 Bellevue Apartments

During the nine months ended September 30, 2011, the Partnership completed approximately $519,000 of capital improvements at 865 Bellevue Apartments, consisting primarily of wall covering and floor covering replacements, insulation replacement and construction related to the fire damage as discussed above. These improvements were funded from operating cash flow, insurance proceeds, advances and Partnership reserves. The Partnership regularly evaluates the capital improvement needs of the property. Other than reconstruction related to the fire damage discussed above, the Partnership has no material commitments for property improvements and replacements. Certain routine capital expenditures are anticipated during the remainder of 2011. Such capital expenditures will depend on the physical condition of the property as well as anticipated cash flow generated by the property and insurance proceeds.

Post Ridge Apartments

During the nine months ended September 30, 2011, the Partnership completed approximately $378,000 of capital improvements at Post Ridge Apartments, consisting primarily of wall covering and floor covering replacements and structural improvements, including costs incurred to address the land erosion related to the May 2010 rain storms (as discussed above). These improvements were funded from operating cash flow, replacement reserves and Partnership reserves. The Partnership regularly evaluates the capital improvement needs of the property. While the Partnership has no material commitments for property improvements and replacements, certain routine capital expenditures are anticipated during the remainder of 2011. Such capital expenditures will depend on the physical condition of the property as well as anticipated cash flow generated by the property, replacement reserves and Partnership reserves.

Capital expenditures will be incurred only if cash is available from operations, Partnership cash reserves, insurance proceeds or advances from AIMCO Properties, L.P., although AIMCO Properties, L.P. is not obligated to provide such advances.  To the extent that capital improvements are completed, the Partnership’s distributable cash flow, if any, may be adversely affected at least in the short term. 

The Partnership anticipates that exclusive of capital improvements and casualty repairs due to the April 2011 fire at 865 Bellevue Apartments, operating cash flows for the remainder of 2011 will be generally sufficient for the Partnership to meet its current obligations in 2011, including 2011 debt service. If cash flows are insufficient for the Partnership to meet its obligations in 2011, the Partnership may request advances of funds from AIMCO Properties, L.P., although AIMCO Properties, L.P. is not obligated to provide such advances. The mortgage indebtedness encumbering the Partnership’s investment properties of approximately $34,562,000 matures at various dates between 2015 and 2022 with balloon payments of approximately $8,964,000, $16,373,000, $1,644,000 and $3,086,000 due in 2015, 2019, 2020 and 2022, respectively. Since the Partnership’s term will expire on December 31, 2011 and the term cannot be extended, the General Partner is currently evaluating its plans with respect to the Partnership’s three properties (see merger discussion below).

There were no distributions declared or paid by the Partnership during the nine months ended September 30, 2011 and 2010. If the merger transaction (as discussed below) is not consummated, future cash distributions will depend on the levels of cash generated from operations, and the timing of debt maturities, refinancings, and/or property sales. The Partnership’s cash available for distribution is reviewed on a monthly basis. There can be no assurance, however, that the Partnership will generate sufficient funds from operations after required capital improvement expenditures to permit any distributions to its partners in 2011 or subsequent periods.

Other

In addition to its indirect ownership of the general partner interest in the Partnership, Aimco and its affiliates owned 237,778.5 limited partnership units (the “Units”) in the Partnership representing 69.4% of the outstanding Units at September 30, 2011. A number of these Units were acquired pursuant to tender offers made by Aimco or its affiliates. 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 69.4% of the outstanding Units, Aimco is in a position to control all such voting decisions with respect to the Partnership. Although the General Partner owes fiduciary duties to the limited partners of the Partnership, the General Partner also owes fiduciary duties to Aimco as its sole stockholder. As a result, the duties of the General Partner, as general partner, to the Partnership and its limited partners may come into conflict with the duties of the General Partner to Aimco as its sole stockholder.

On July 28, 2011, the Partnership entered into an agreement and plan of merger (the “Merger Agreement”) with AIMCO Properties, L.P., a Delaware limited partnership, and AIMCO CCP IV Merger Sub LLC, a Delaware limited liability company of which AIMCO Properties, L.P. is the sole member (the “Merger Subsidiary”), pursuant to which the Merger Subsidiary will be merged with and into the Partnership, with the Partnership as the surviving entity.

In the merger, each unit of limited partnership interest (each, a “Unit”) of the Partnership outstanding immediately prior to the consummation of the merger (other than Units held by limited partners who perfect their appraisal rights pursuant to the Merger Agreement) will be converted into the right to receive, at the election of the limited partner, either (i) $57.44 in cash (the “Cash Consideration”) or (ii) a number of partnership common units of AIMCO Properties, L.P. calculated by dividing $57.44 by the average closing price of Aimco common stock, as reported on the New York Stock Exchange, over the ten consecutive trading days ending on the second trading day immediately prior to the effective time of the merger. However, if AIMCO Properties, L.P. determines that the law of the state or other jurisdiction in which a limited partner resides would prohibit the issuance of partnership common units of AIMCO Properties, L.P. in that state or other jurisdiction (or that registration or qualification in that state or jurisdiction would be prohibitively costly), then such limited partner will only be entitled to receive the Cash Consideration for each Unit. Those limited partners who do not make an election will be deemed to have elected to receive the Cash Consideration.

In the merger, AIMCO Properties, L.P.’s membership interest in the Merger Subsidiary will be converted into Units of the Partnership. As a result, after the merger, AIMCO Properties, L.P. will be the sole limited partner of the Partnership, holding all outstanding Units. CEI will continue to be the general partner of the Partnership after the merger, and the Partnership’s partnership agreement in effect immediately prior to the merger will remain unchanged after the merger.

Completion of the merger is subject to certain conditions, including approval by a majority in interest of the limited partners holding Units. In addition, the terms of the merger may be modified before the merger is completed. As of September 30, 2011 and December 31, 2010, the Partnership had issued and outstanding 342,759 Units, and AIMCO Properties, L.P. and its affiliates owned 237,778.5 of those Units, or approximately 69.4% of the number of outstanding Units. AIMCO Properties, L.P and its affiliates have indicated that they intend to take action by written consent to approve the merger.

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.

Impairment of Long-Lived Assets

Investment properties are recorded at cost, less accumulated depreciation, unless the carrying amount of the asset is not recoverable.  If events or circumstances indicate that the carrying amount of a property may not be recoverable, the Partnership will make an assessment of its recoverability by comparing the carrying amount to the Partnership’s estimate of the undiscounted future cash flows, excluding interest charges, of the property.   If the carrying amount exceeds the estimated aggregate undiscounted future cash flows, the Partnership would recognize an impairment loss to the extent the carrying amount exceeds the estimated fair value of the property.

Real property investment is 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, general economic climate; competition from other apartment communities and other housing options; local conditions, such as loss of jobs or an increase in the supply of apartments that might adversely affect apartment occupancy or rental rates; changes in governmental regulations and the related cost of compliance; increases in operating costs (including real estate taxes) due to inflation and other factors, which may not be offset by increased rents; changes in tax laws and housing laws, including the enactment of rent control laws or other laws regulating multi-family housing; and changes in interest rates and the availability of financing.  Any adverse changes in these and other factors could cause an impairment of the Partnership’s assets.

Revenue Recognition

The Partnership generally leases apartment units for twelve-month terms or less.  The Partnership will offer rental concessions during particularly slow months or in response to heavy competition from other similar complexes in the area.  Rental income attributable to leases, net of any concessions, is recognized on a straight-line basis over the term of the lease.  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.

ITEM 4.     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 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)Changes in Internal Control Over Financial Reporting.

There has been no change in the Partnership’s internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the fiscal quarter to which this report relates that has materially affected, or is reasonably likely to materially affect, the Partnership’s internal control over financial reporting.

PART II - OTHER INFORMATION

ITEM 6.     EXHIBITS

See Exhibit Index.

The agreements included as exhibits to this Form 10-Q contain representations and warranties by each of the parties to the applicable agreement. These representations and warranties have been made solely for the benefit of the other parties to the applicable agreement and:

• should not in all instances be treated as categorical statements of fact, but rather as a way of allocating the risk to one of the parties if those statements prove to be inaccurate;

• have been qualified by disclosures that were made to the other party in connection with the negotiation of the applicable agreement, which disclosures are not necessarily reflected in the agreement;

• may apply standards of materiality in a way that is different from what may be viewed as material to an investor; and

• were made only as of the date of the applicable agreement or such other date or dates as may be specified in the agreement and are subject to more recent developments.

Accordingly, these representations and warranties may not describe the actual state of affairs as of the date they were made or at any other time. The Partnership acknowledges that, notwithstanding the inclusion of the foregoing cautionary statements, it is responsible for considering whether additional specific disclosures of material information regarding material contractual provisions are required to make the statements in this Form 10-Q not misleading. Additional information about the Partnership may be found elsewhere in this Form 10-Q and the Partnership’s other public filings, which are available without charge through the SEC’s website at http://www.sec.gov.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	CONSOLIDATED CAPITAL PROPERTIES IV, LP
	By:   ConCap Equities, Inc.
	General Partner
Date: November 9, 2011	By:   /s/Steven D. Cordes
	Steven D. Cordes
	Senior Vice President
Date: November 9, 2011	By:   /s/Stephen B. Waters
	Stephen B. Waters
	Senior Director of Partnership Accounting

CONSOLIDATED CAPITAL PROPERTIES IV, LP

EXHIBIT INDEX

Exhibit

3           Certificate of Limited Partnership, as amended to date.

3.1         Seventh Amendment to The Limited Partnership Agreement of Consolidated Capital Properties IV, dated October 15, 2006 (Incorprorated by reference to the Partnership’s Quarterly Report on Form 10-QSB for the quarter ended September 30, 2006).

3.2         Eighth Amendment to the Limited Partnership Agreement of Consolidated Capital Properties IV, LP dated March 18, 2008. (Incorporated by reference to the Partnership’s Current Report on Form 10-Q dated November 14, 2008).

10.1        Agreement and Plan of Merger, dated July 28, 2011, by and among Consolidated Capital Properties, IV, LP, AIMCO Properties, L.P. and AIMCO CCP IV Merger Sub LLC. Incorporated by reference to the Registrant’s Current Report on Form 8-K filed on July 28, 2011.

10.110      Deed of Trust, Assignment of Leases and Rents and Security Agreement dated August 31, 2005 between AIMCO Arbours of Hermitage, LLC, a Delaware limited liability company and New York Life Insurance Company.  (Incorporated by reference to the Partnership’s Current Report on Form 8-K dated August 31, 2005).

10.111      Promissory Note dated August 31, 2005 between AIMCO Arbours of Hermitage, LLC, a Delaware limited liability company and New York Life Insurance Company.  (Incorporated by reference to the Partnership’s Current Report on Form 8-K dated August 31, 2005).

10.112      Guarantee Agreement dated August 31, 2005 between AIMCO Properties, L.P., a Delaware limited partnership and New York Life Insurance Company.  (Incorporated by reference to the Partnership’s Current Report on Form 8-K dated August 31, 2005).

10.129      Multifamily Note between Capmark Bank and Post Ridge Associates, Ltd., Limited Partnership, a Tennessee limited partnership, dated August 31, 2007. (Incorporated by reference to the Partnership’s Current Report on Form 8-K dated August 31, 2007.)

10.130      Amended and Restated Multifamily Note (Recast Transaction) between Federal Home Loan Mortgage Corporation and Post Ridge Associates, Ltd., Limited Partnership, a Tennessee limited partnership, dated August 31, 2007. (Incorporated by reference to the Partnership’s Current Report on Form 8-K dated August 31, 2007.)

10.149      Multifamily Note between Keycorp Real Estate Capital Markets, Inc., an Ohio corporation and CCP IV Knollwood, LLC, a Delaware limited liability company, dated February 19, 2009.  (Incorporated by reference to the Partnership’s Current Report on Form 8-K dated February 19, 2009)

10.150      Multifamily Deed of Trust, Assignment of Rents and Security Agreement between Keycorp Real Estate Capital Markets, Inc., an Ohio corporation and CCP IV Knollwood, LLC, a Delaware limited liability company, dated February 19, 2009.  (Incorporated by reference to the Partnership’s Current Report on Form 8-K dated February 19, 2009)

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 of equivalent of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101         XBRL (Extensible Business Reporting Language). The following materials from Consolidated Capital Properties IV, LP’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2011, formatted in XBRL: (i) consolidated balance sheets, (ii) consolidated statements of operations, (iii) consolidated statement of changes in partners’ deficit, (iv) consolidated statements of cash flows, and (v) notes to consolidated financial statements (1).

(1)         As provided in Rule 406T of Regulation S-T, this information is furnished and not filed for purposes of Sections 11 and 12 of the Securities Act of 1933 and Section 18 of the Securities Exchange Act of 1934.

EX-31.1

Exhibit 31   

EX-31.2

Exhibit 31   

EX-32.1

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-Q of Consolidated Capital Properties IV, LP (the "Partnership"), for the quarterly period ended September 30, 2011 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), Steven D. Cordes, as the equivalent of the chief executive officer of the Partnership, and Stephen B. Waters, 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/Steven D. Cordes

Name: Steven D. Cordes

Date: November 9, 2011

      /s/Stephen B. Waters

Name: Stephen B. Waters

Date: November 9, 2011

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.

XML

Consolidated Statements of Operations (Unaudited) (USD $) In Thousands, except Per Share data	3 Months Ended		9 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2011	Sep. 30, 2010
Revenues:
Rental income	$ 1,868	$ 1,860	$ 5,514	$ 5,566
Other income	274	270	822	812
Total revenues	2,142	2,130	6,336	6,378
Expenses:
Operating	1,297	1,135	3,203	3,433
General and administrative	58	57	186	201
Depreciation	1,117	1,100	3,342	3,331
Interest	577	623	1,737	1,842
Property taxes	123	96	374	379
Total expenses	3,172	3,011	8,842	9,186
Casualty gains	0	13	400	811
Net loss	(1,030)	(868)	(2,106)	(1,997)
Net loss allocated to general partners (4%)	(41)	(35)	(84)	(80)
Net loss allocated to limited partners (96%)	$ (989)	$ (833)	$ (2,022)	$ (1,917)
Net loss per limited partnership unit	$ (2.89)	$ (2.43)	$ (5.90)	$ (5.59)

XML

Consolidated Statement of Shareholders Equity (Deficit) (Unaudited) (USD $) In Thousands	Total	General Partners	Limited Partners
Partners' deficit, beginning balance at Dec. 31, 2010	$ (13,526)	$ (10,077)	$ (3,449)
Net loss	(2,106)	(84)	(2,022)
Partners' deficit, ending balance at Sep. 30, 2011	$ (15,632)	$ (10,161)	$ (5,471)

XML

Document and Entity Information	9 Months Ended
	Sep. 30, 2011
Document and Entity Information
Entity Registrant Name	CONSOLIDATED CAPITAL PROPERTIES IV
Document Type	10-Q
Document Period End Date	Sep. 30, 2011
Amendment Flag	false
Entity Central Index Key	0000355804
Current Fiscal Year End Date	--12-31
Entity Common Stock, Shares Outstanding	342,759
Entity Filer Category	Smaller Reporting Company
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Well-known Seasoned Issuer	No
Document Fiscal Year Focus	2011
Document Fiscal Period Focus	Q3

XML

Related Party Disclosures

9 Months Ended

Sep. 30, 2011

Related Party Disclosures

Related Party Transactions Disclosure [Text Block]

Note B - Transactions with Affiliated Parties

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

Affiliates of the General Partner receive 5% of gross receipts from all of the Partnership's properties as compensation for providing property management services. The Partnership paid to such affiliates approximately $313,000 and $307,000 for the nine months ended September 30, 2011 and 2010, respectively, which is included in operating expenses.

Affiliates of the General Partner charged the Partnership for reimbursement of accountable administrative expenses amounting to approximately $167,000 and $175,000 for the nine months ended September 30, 2011 and 2010, respectively, which is included in general and administrative expenses and investment properties. The portion of these reimbursements included in investment properties at September 30, 2011 and 2010 are construction management services provided by an affiliate of the General Partner of approximately $66,000 and $63,000, respectively.

In accordance with the Partnership Agreement, AIMCO Properties, L.P., an affiliate of the General Partner advanced the Partnership approximately $140,000 and $1,189,000 during the nine months ended September 30, 2011 and 2010, respectively. The advances received during the nine months ended September 30, 2011 were made to assist with the operations for Post Ridge Apartments. The advances received during the nine months ended September 30, 2010 were made to assist with the payment of real estate taxes and operations for all of the Partnership’s investment properties and capital expenditures at two of its investment properties. Interest on advances was charged at a variable rate based on the market rate for similar type loans. Affiliates of the General Partner review the market rate quarterly. The interest rate on outstanding advances at September 30, 2011 was 11.25% and interest expense was approximately $1,000 and $80,000 for the nine months ended September 30, 2011 and 2010, respectively. During the nine months ended September 30, 2010, the Partnership repaid AIMCO Properties, L.P. approximately $276,000, which included approximately $15,000 of accrued interest. There were no such repayments during the nine months ended September 30, 2011. At September 30, 2011 the amount of outstanding loans and associated accrued interest owed to AIMCO Properties, LP was approximately $141,000 and is included in due to affiliates. There were no outstanding loans or accrued interest owed at December 31, 2010. Subsequent to September 30, 2011, the Partnership received an advance of approximately $310,000 to assist with capital expenditures at 865 Bellevue Apartments. The Partnership may receive additional advances of funds from AIMCO Properties, L.P., although AIMCO Properties, L.P. is not obligated to provide such advances.  For more information on AIMCO Properties, L.P., including copies of its audited balance sheets, please see its reports filed with the Securities and Exchange Commission.

The Partnership Agreement provides for a special management fee equal to 9% of the total distributions made to the limited partners from cash flow provided by operations to be paid to the General Partner for executive and administrative management services. There were no such special management fees paid or earned during the nine months ended September 30, 2011 and 2010 as there were no operating distributions during this time.

For acting as real estate broker in connection with the sale of South Port Apartments in 2003, the General Partner was paid a real estate commission of approximately $295,000.  When the Partnership terminates, the General Partner will have to return this commission if the limited partners do not receive their original invested capital plus a 6% per annum cumulative return. In connection with the Merger Agreement, the return of this amount was included in the calculation of the Cash Consideration.

Prior to 2010, the Partnership distributed various amounts from the proceeds of property sales and refinancings. At both September 30, 2011 and December 31, 2010, approximately $3,892,000 of these distributions from proceeds are payable to the General Partner and Special Limited Partners as the distributions are subordinated and deferred per the Partnership Agreement until the limited partners receive 100% of their original capital contributions from surplus cash. As of September 30, 2011, the limited partners have not received the 100% return of their original capital contributions. Therefore, the General Partner and Special Limited Partners are not entitled to receive these distributions. In connection with the Merger Agreement, the Cash Consideration was determined without deducting these distributions.

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, general liability and vehicle liability. The Partnership insures its properties above the Aimco limits through insurance policies obtained by Aimco from insurers unaffiliated with the General Partner. During the nine months ended September 30, 2011, the Partnership was charged by Aimco and its affiliates approximately $135,000 for hazard insurance coverage and fees associated with policy claims administration. Additional charges will be incurred by the Partnership during 2011 as other insurance policies renew later in the year. The Partnership was charged by Aimco and its affiliates approximately $229,000 for insurance coverage and fees associated with policy claims administration during the year ended December 31, 2010.

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Property, Plant, and Equipment

9 Months Ended

Sep. 30, 2011

Property, Plant, and Equipment

Property, Plant and Equipment Disclosure [Text Block]

Note F – Investment Property

During the nine months ended September 30, 2011, the Partnership retired and wrote off personal property no longer being used that had a cost basis of approximately $9,518,000 and accumulated depreciation of approximately $9,518,000.

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Organization, Consolidation and Presentation of Financial Statements

9 Months Ended

Sep. 30, 2011

Organization, Consolidation and Presentation of Financial Statements

Organization, Consolidation and Presentation of Financial Statements Disclosure and Significant Accounting Policies [Text Block]

Note A – Basis of Presentation

The accompanying unaudited consolidated financial statements of Consolidated Capital Properties IV, LP (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-Q and Article 8-03 of Regulation S-X.  Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements.  In the opinion of ConCap Equities, Inc. ("CEI" or the "General Partner"), all adjustments (consisting of normal recurring items) considered necessary for a fair presentation have been included. Operating results for the three and nine months ended September 30, 2011 are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2011. The consolidated balance sheet at December 31, 2010 has been derived from the audited financial statements at that date but does not include all of the information and disclosures required by generally accepted accounting principles for complete financial statements. For further information, refer to the consolidated financial statements and footnotes thereto included in the Partnership's Annual Report on Form 10-K for the fiscal year ended December 31, 2010. The General Partner is a subsidiary of Apartment Investment and Management Company ("Aimco"), a publicly traded real estate investment trust.

Going Concern: The Partnership Agreement provides that the Partnership is to terminate on December 31, 2011 unless terminated prior to such date. Since the Partnership’s term will expire on December 31, 2011 and the term cannot be extended, the General Partner is currently evaluating its plans with respect to the Partnership’s three properties (see merger discussion below). The 2011 and 2010 consolidated financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the outcome of this uncertainty.

Subsequent Events: The Partnership’s management evaluated subsequent events through the time this Quarterly Report on Form 10-Q was filed.

Net Loss per Limited Partnership Unit: Net loss per limited partnership unit is computed by dividing net loss allocated to the limited partners by the number of units outstanding at the beginning of the fiscal year. The number of units used was 342,759 and 342,763 for the three and nine months ended September 30, 2011 and 2010, respectively.

Organization: On July 28, 2011, the Partnership entered into an agreement and plan of merger (the “Merger Agreement”) with AIMCO Properties, L.P., a Delaware limited partnership, and AIMCO CCP IV Merger Sub LLC, a Delaware limited liability company of which AIMCO Properties, L.P. is the sole member (the “Merger Subsidiary”), pursuant to which the Merger Subsidiary will be merged with and into the Partnership, with the Partnership as the surviving entity.

In the merger, each unit of limited partnership interest (each, a “Unit”) of the Partnership outstanding immediately prior to the consummation of the merger (other than Units held by limited partners who perfect their appraisal rights pursuant to the Merger Agreement) will be converted into the right to receive, at the election of the limited partner, either (i) $57.44 in cash (the “Cash Consideration”) or (ii) a number of partnership common units of AIMCO Properties, L.P. calculated by dividing $57.44 by the average closing price of Aimco common stock, as reported on the New York Stock Exchange, over the ten consecutive trading days ending on the second trading day immediately prior to the effective time of the merger. However, if AIMCO Properties, L.P. determines that the law of the state or other jurisdiction in which a limited partner resides would prohibit the issuance of partnership common units of AIMCO Properties, L.P. in that state or other jurisdiction (or that registration or qualification in that state or jurisdiction would be prohibitively costly), then such limited partner will only be entitled to receive the Cash Consideration for each Unit. Those limited partners who do not make an election will be deemed to have elected to receive the Cash Consideration.

In the merger, AIMCO Properties, L.P.’s membership interest in the Merger Subsidiary will be converted into Units of the Partnership. As a result, after the merger, AIMCO Properties, L.P. will be the sole limited partner of the Partnership, holding all outstanding Units. CEI will continue to be the general partner of the Partnership after the merger, and the Partnership’s partnership agreement in effect immediately prior to the merger will remain unchanged after the merger.

Completion of the merger is subject to certain conditions, including approval by a majority in interest of the limited partners holding Units. In addition, the terms of the merger may be modified before the merger is completed. As of September 30, 2011 and December 31, 2010, the Partnership had issued and outstanding 342,759 Units, and AIMCO Properties, L.P. and its affiliates owned 237,778.5 of those Units, or approximately 69.4% of the number of outstanding Units. AIMCO Properties, L.P and its affiliates have indicated that they intend to take action by written consent to approve the merger.

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Commitment and Contingencies

9 Months Ended

Sep. 30, 2011

Commitment and Contingencies

Commitments and Contingencies Disclosure [Text Block]

Note G – Contingencies

The Partnership is unaware of any 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.

Environmental

Various Federal, state and local laws subject property owners or operators to liability for management, and the costs of removal or remediation, of certain potentially hazardous materials  present on a property, including lead-based paint, asbestos, polychlorinated biphenyls, petroleum-based fuels, and other miscellaneous materials. Such laws often impose liability without regard to whether the owner or operator knew of, or was responsible for, the release or presence of such materials. The presence of, or the failure to manage or remedy properly, these materials may adversely affect occupancy at affected apartment communities and the ability to sell or finance affected properties. In addition to the costs associated with investigation and remediation actions brought by government agencies, and potential fines or penalties imposed by such agencies in connection therewith, the improper management of these materials on a property could result in claims by private plaintiffs for personal injury, disease, disability or other infirmities. Various laws also impose liability for the cost of removal, remediation or disposal of these materials through a licensed disposal or treatment facility. Anyone who arranges for the disposal or treatment of these materials is potentially liable under such laws. These laws often impose liability whether or not the person arranging for the disposal ever owned or operated the disposal facility. In connection with the ownership, operation and management of its properties, the Partnership could potentially be responsible for environmental liabilities or costs associated with its properties.    

Mold

The Partnership is aware of lawsuits against owners and managers of multifamily properties asserting claims of personal injury and property damage caused by the presence of mold, some of which have resulted in substantial monetary judgments or settlements.  The Partnership has only limited insurance coverage for property damage loss claims arising from the presence of mold and for personal injury claims related to mold exposure. Affiliates of the General Partner have implemented policies, procedures, third-party audits and training and the General Partner believes that these measures will prevent or eliminate mold exposure and will minimize the effects that mold may have on residents. During the nine months ended September 30, 2011, the Partnership incurred approximately $342,000 related to mold removal in connection with repairs to apartment units at the Partnership’s investment properties. As of December 31, 2010, the Partnership had incurred approximately $3,035,000 related to mold removal in connection with repairs to apartment units at the Partnership’s investment properties. The Partnership may incur future expenses related to mold removal in some of its apartment units in connection with other repairs or renovations. The Partnership cannot estimate the amount, if any, of these future costs. Because the law regarding mold is unsettled and subject to change the General Partner can make no assurance that liabilities resulting from the presence of or exposure to mold will not have a material adverse effect on the Partnership’s consolidated financial condition or results of operations.

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Extraordinary and Unusual Items

9 Months Ended

Sep. 30, 2011

Extraordinary and Unusual Items

Unusual or Infrequent Items Disclosure [Text Block]

Note C – Casualty Events

In February 2009, Arbours of Hermitage Apartments suffered wind damage to the roof of one of its buildings.  The estimated cost to repair the damaged units was approximately $9,000. During 2009, the Partnership incurred approximately $13,000 in clean up costs, which were included in operating expense and received insurance proceeds of approximately $9,000. The Partnership recognized a casualty gain of approximately $9,000 during 2009 as the damaged assets were fully depreciated at the time of the casualty. During the nine months ended September 30, 2010, the Partnership recognized an additional casualty gain of approximately $4,000 due to the receipt of additional insurance proceeds.

In September 2009, Arbours of Hermitage Apartments suffered water damage to its property as a result of severe rain storms and flooding.  The cost to repair the damage was approximately $18,000. During the nine months ended September 30, 2010, the Partnership received insurance proceeds of approximately $15,000 related to this casualty and recognized a casualty gain of approximately $15,000 as the damaged assets were fully depreciated at the time of the casualty.

In November 2009, Arbours of Hermitage Apartments suffered fire damage to several of its buildings. The cost to repair the damaged buildings was approximately $1,350,000, including approximately $41,000 of clean up costs and $104,000 for lost rents. The $104,000 for lost rents is included in receivables and deposits at September 30, 2011 and December 31, 2010. During the nine months ended September 30, 2010, the Partnership incurred approximately $36,000 of clean up costs which are included in operating expense and are offset by insurance proceeds of approximately $36,000. Insurance proceeds of approximately $812,000 were received during the nine months ended September 30, 2010, which included approximately $36,000 for clean-up costs. Insurance proceeds received of approximately $181,000 were held in escrow with the mortgage lender as of December 31, 2010 and released to the property during the nine months ended September 30, 2011. The Partnership recognized a casualty gain of approximately $776,000 during the nine months ended September 30, 2010 as the damaged assets were fully depreciated at the time of the casualty. The Partnership anticipates receiving additional proceeds related to this casualty during 2011.

In January 2010, Arbours of Hermitage Apartments suffered water damage to its property as a result of severe rain storms. The cost to repair the damage was approximately $18,000. During the three and nine months ended September 30, 2010, the Partnership received insurance proceeds of approximately $4,000 and $7,000, respectively, related to this casualty and recognized a casualty gain of approximately $4,000 and $7,000, respectively, as the damaged assets were fully depreciated at the time of the casualty.

During May 2010, all of the Partnership’s investment properties incurred damages from a severe rain storm. The damages at 865 Bellevue Apartments consisted of water leaks in several of the apartment units. The cost to repair the units and improve drainage was approximately $2,000 which was included in operating expenses during the nine months ended September 30, 2010. No insurance proceeds are expected to be received related to this casualty. The damages at Arbours of Hermitage Apartments consisted of water leaks and downed trees. The cost to repair the units and clean up the landscaping damage was approximately $20,000. During the three and nine months ended September 30, 2010, the Partnership received insurance proceeds of approximately $7,000 related to this casualty and recognized a casualty gain of approximately $7,000 as the damaged assets were fully depreciated at the time of the casualty. During the fourth quarter of 2010, the Partnership received insurance proceeds of approximately $12,000 related to this casualty and recognized an additional casualty gain of approximately $12,000. No additional insurance proceeds are expected to be received related to this casualty. The damages at Post Ridge Apartments consisted of water leaks to several of the apartment units, downed trees and land erosion. The cost to repair the units and clean up the landscaping damage was approximately $45,000. During the three and nine months ended September 30, 2010, the Partnership received insurance proceeds of approximately $41,000, of which approximately $39,000 was for costs associated with the repair of the damaged units and clean up of the landscaping damage and was included as an offset to operating expenses. The Partnership recognized a casualty gain of approximately $2,000 during the three and nine months ended September 30, 2010 as the damaged assets were fully depreciated at the time of the casualty. During the fourth quarter of 2010, the Partnership received additional insurance proceeds of approximately $4,000, all of which was for costs associated with the repair of the damaged units and clean up of the landscaping damage and was included as an offset to operating expenses. Additional costs of approximately $309,000 were incurred related to addressing the land erosion.  The Partnership will not receive any insurance proceeds for these additional costs. As of September 30, 2011 and December 31, 2010, the Partnership had incurred approximately $118,000 and $147,000, respectively, in capital expenditures and approximately $1,000 and $43,000, respectively, in operating expenses related to the land erosion.

In April 2011, 865 Bellevue Apartments suffered fire damage to one of its apartment buildings as a result of lightning strikes. The damages to the building include complete destruction of four of the units and significant smoke and water damage to the remaining four units in the building. All eight units will require complete replacement. The estimated cost to repair the damaged units is approximately $900,000, including approximately $170,000 of clean up costs and $50,000 for lost rents. The Partnership anticipates receiving insurance proceeds related to this casualty. During the three and nine months ended September 30, 2011, the Partnership incurred costs of approximately $430,000 and $448,000, respectively, related to this casualty, of which approximately $289,000 and $295,000, respectively, were for capital expenditures and approximately $141,000 and $153,000, respectively, were for clean up costs which are included in operating expense. During the nine months ended September 30, 2011, the Partnership recognized a casualty gain of $400,000 due to the receipt of $400,000 of insurance proceeds, as the assets were fully depreciated. The insurance proceeds of $400,000 were held in escrow with the mortgage lender at September 30, 2011 and are included in restricted escrows on the consolidated balance sheet at September 30, 2011. The Partnership anticipates receiving additional proceeds related to this casualty during 2011.

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Fair Value Measures and Disclosures

9 Months Ended

Sep. 30, 2011

Fair Value Measures and Disclosures

Fair Value Disclosures [Text Block]

Note E – Fair Value of Financial Instruments

Financial Accounting Standards Board Accounting Standards Codification Topic 825, “Financial Instruments”, requires disclosure of fair value information about financial instruments, whether or not recognized in the balance sheet, for which it is practicable to estimate fair value. Fair value is defined as the amount at which the instruments could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. The Partnership believes that the carrying amount of its financial instruments (except for mortgage notes payable) approximates their fair value due to the short term maturity of these instruments. The Partnership estimates the fair value of its mortgage notes payable by discounting future cash flows using a discount rate commensurate with that currently believed to be available to the Partnership for similar term, mortgage notes payable. At September 30, 2011, the fair value of the Partnership's mortgage notes payable at the Partnership's incremental borrowing rate was approximately $37,789,000.

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Consolidated Statements of Cash Flows (Unaudited) (USD $) In Thousands	9 Months Ended
	Sep. 30, 2011	Sep. 30, 2010
Cash flows from operating activities:
Net loss	$ (2,106)	$ (1,997)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation	3,342	3,331
Amortization of loan costs	171	171
Amortization of discount on note receivable	0	(15)
Casualty gains	(400)	(811)
Change in accounts:
Receivables and deposits	(31)	(107)
Restricted escrows	0	(36)
Other assets	(49)	(56)
Accounts payable	37	(42)
Tenant security deposit liabilities	37	14
Accrued property taxes	(118)	(137)
Other liabilities	(21)	1
Due to affiliates	1	65
Net cash provided by operating activities	863	381
Cash flows from investing activities:
Property improvements and replacements	(1,901)	(1,236)
Net (deposits to) withdrawals from restricted escrows	(35)	4
Insurance proceeds received	181	427
Net cash used in investing activities	(1,755)	(805)
Cash flows from financing activities:
Payments on mortgage notes payable	(409)	(383)
Advances from affiliate	140	1,189
Payments on advances from affiliate	0	(261)
Net cash provided by (used in) financing activities	(269)	545
Net increase (decrease) in cash and cash equivalents	(1,161)	121
Cash and cash equivalents at beginning of period	1,378	99
Cash and cash equivalents at end of period	217	220
Supplemental disclosure of cash flow information:
Cash paid for interest	1,573	1,601
Supplemental disclosure of non-cash information:
Property improvements and replacements included in accounts payable	417	215
Insurance proceeds held by lender in escrow	$ 400	$ 384

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Receivables, Loans, Notes Receivable, and Others

9 Months Ended

Sep. 30, 2011

Receivables, Loans, Notes Receivable, and Others

Loans, Notes, Trade and Other Receivables Disclosure [Text Block]

Note D – Note Receivable

In connection with the sale of Belmont Place in December 2008, the Partnership provided partial financing of $2,250,000 to the purchaser.  Monthly payments of interest only commenced February 1, 2009 and were to continue through November 1, 2034, which was consistent with the maturity of the senior mortgage loan on Belmont Place that was assumed by the purchaser in connection with the sale. The entire principal balance of the note was due at maturity. Interest on the note was payable at a rate of 3.5% for the first three years and 4% each year thereafter until maturity.  At the date of the sale, the fair value of the note receivable was approximately $1,512,000 and accordingly the Partnership recorded a discount of approximately $738,000 which was calculated using a rate of 6.5%.  The discount was to be amortized over the term of the note. During the nine months ended September 30, 2010, the Partnership recognized approximately $75,000 of interest income associated with this note which is included in other income. During the fourth quarter of 2010, the Partnership received from the purchaser $2,250,000 plus accrued interest in full satisfaction of the note receivable. The remaining discount balance at the date of payment of approximately $701,000 was recognized as interest income during the fourth quarter of 2010.

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Consolidated Balance Sheets (Unaudited) (USD $) In Thousands	Sep. 30, 2011	Dec. 31, 2010
Assets
Cash and cash equivalents	$ 217	$ 1,378
Receivables and deposits	418	387
Restricted escrows	450	196
Other assets	268	390
Investment properties:
Land	1,035	1,035
Buildings and related personal property	57,823	65,640
Total investment property	58,858	66,675
Less accumulated depreciation	(35,424)	(41,878)
Investment property, net	23,434	24,797
Total assets	24,787	27,148
Liabilities
Accounts payable	606	491
Tenant security deposit liabilities	165	128
Accrued property taxes	369	487
Other liabilities	684	705
Due to affiliates	141	0
Distributions payable	3,892	3,892
Mortgage notes payable	34,562	34,971
Total liabilities	40,419	40,674
Partners' Deficit
General partners	(10,161)	(10,077)
Limited partners	(5,471)	(3,449)
Total partners' deficit	(15,632)	(13,526)
Total liabilities and partners' deficit	$ 24,787	$ 27,148