SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 14D-9

(RULE 14d-101)

SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4)
OF THE SECURITIES EXCHANGE ACT OF 1934

CENTURY PROPERTIES FUND XVII

(Name of Subject Company)

CENTURY PROPERTIES FUND XVII

(Name of Person(s) Filing Statement)

Units of Limited Partnership Interests

(Title of Class of Securities)

None

(CUSIP Number of Class of Securities)

Martha L. Long
Senior Vice President
Apartment Investment and Management Company
55 Beattie Place

Greenville, South Carolina 29602

(864) 239-1000

(Name, Address, and Telephone Number of Person Authorized to Receive

Notices and Communications on Behalf of the Person(s) Filing Statement)

o Check the box if the filing relates solely to preliminary communications made before the commencement of a tender offer.

TABLE OF CONTENTS

	ITEM 1. SUBJECT COMPANY INFORMATION
	ITEM 2. IDENTITY AND BACKGROUND OF FILING PERSON
	ITEM 3. PAST CONTACTS, TRANSACTIONS, NEGOTIATIONS AND AGREEMENTS
	ITEM 4. SOLICITATION OR RECOMMENDATION
	ITEM 5. PERSON/ASSETS, RETAINED, EMPLOYED, COMPENSATED OR USED
	ITEM 7. PURPOSES OF THE TRANSACTION AND PLANS OR PROPOSALS
	ITEM 8. ADDITIONAL INFORMATION
	ITEM 9. EXHIBITS
SIGNATURE
Letter to the Unit Holders of the Partnership

SCHEDULE 14D-9

     This Schedule 14D-9 relates to a tender offer by MPF-NY 2006, LLC, MP Falcon Growth Fund 2, LLC, MPF Income Fund 22, LLC, MPF DeWaay Premier Fund 2, LLC, MPF Flagship Fund 12, LLC, MPF Acquisition Co. 3, LLC, MacKenzie Patterson Special Fund 5, LLC, MacKenzie Patterson Special Fund 6, LLC, MacKenzie Patterson Special Fund 6-A, LLC, MacKenzie Patterson Special Fund 7, LLC, MPF Special Fund 8, LLC, MPF DeWaay Fund 3, LLC, MPF DeWaay Fund 4, LLC and MacKenzie Patterson Fuller, LP (collectively, the “Offerors”), to purchase up to 7,500 units of limited partnership interest (“Units”) of Century Properties Fund XVII, a California limited partnership, at a price of $300.00 per Unit in cash, less the amount of any distributions declared or made with respect to the Units between November 22, 2006 and December 29, 2006 or such other date to which the offer may be extended. The offer to purchase Units is being made pursuant to an Offer to Purchase, dated as of November 22, 2006 (the “Offer to Purchase”), and a related Letter of Transmittal, copies of which were filed with the Securities and Exchange Commission (the “SEC”) on November 22, 2006.

ITEM 1. SUBJECT COMPANY INFORMATION.

     (a) The name of the subject company is Century Properties Fund XVII (the “Partnership”). The address of the principal executive offices of the Partnership is 55 Beattie Place, P.O. Box 1089, Greenville, South Carolina 29602, and its telephone number is (864) 239-1000.

     (b) The title of the class of equity securities to which this Schedule 14D-9 relates is the units of limited partnership interest of the Partnership. As of September 30, 2006, 75,000 Units were outstanding.

ITEM 2. IDENTITY AND BACKGROUND OF FILING PERSON.

     (a) This Schedule 14D-9 is being filed by the Partnership, the subject company. The Partnership’s general partner is Fox Partners, a California general partnership (the “General Partner”). The Partnership’s business address and telephone number are set forth in Item 1 above.

     (d) This Schedule 14D-9 relates to a tender offer by the Offerors to purchase Units of the Partnership, at a price of $300.00 per Unit in cash, less the amount of any distributions declared or made with respect to the Units between November 22, 2006 and December 29, 2006, or such other date to which the offer may be extended. The offer to purchase Units in the Partnership is being made pursuant to the Offer to Purchase and a related Letter of Transmittal. The tender offer is described in a Tender Offer Statement on Schedule TO (as amended and supplemented from time to time, the “Schedule TO”), which was filed with the SEC on November 22, 2006. As set forth in the Offer to Purchase incorporated by reference into the Schedule TO, the principal business address of the Offerors is 1640 School Street, Moraga, California 94556.

ITEM 3. PAST CONTACTS, TRANSACTIONS, NEGOTIATIONS AND AGREEMENTS.

     (d) The Partnership has no employees and depends on Fox Capital Management Corporation (the “Managing General Partner”), the managing general partner of the Partnership’s 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 reimbursement of certain expenses incurred by affiliates on behalf of the Partnership. The Managing General Partner is an affiliate of Apartment Investment and Management Company (“AIMCO”), a publicly traded real estate investment trust.

          Affiliates of the Managing 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 $470,000 and $488,000 for the nine months ended September 30, 2006 and 2005, respectively.

          An affiliate of the Managing General Partner charged the Partnership for reimbursement of accountable administrative expenses amounting to approximately $279,000 and $376,000 for the nine months ended September 30, 2006 and 2005, respectively. A portion of these reimbursements for the nine months ended September 30, 2006 and 2005 are reimbursements related to construction management services of approximately $138,000 and $230,000, respectively.

          Pursuant to the Partnership Agreement, for managing the affairs of the Partnership, the Managing General Partner is entitled to receive a Partnership management fee equal to 10% of the Partnership’s adjusted cash from operations as distributed. There were no Partnership management fees paid during the nine months ended September 30, 2006 or 2005, as there were no distributions from operations.

          An affiliate of the Managing General Partner has made available to the Partnership a credit line of up to $150,000 per property owned by the Partnership. During the nine months ended September 30, 2006, an affiliate of the Managing General Partner exceeded this credit limit and advanced the Partnership approximately $325,000 to fund the redevelopment project at The Village in the Woods Apartments and approximately $542,000 to fund operating expenses and capital improvements at four of the Partnership’s investment properties. During the nine months ended September 30, 2005, an affiliate of the Managing General Partner advanced the Partnership approximately $609,000 and $3,019,000 to fund the redevelopment projects at Peakview Place Apartments and The Village in the Woods Apartments, respectively, and approximately $1,438,000 to fund property taxes, capital improvements and operating expenses at four of the Partnership’s investment properties. The redevelopment advances to The Village in the Woods Apartments accrue interest at 10% and all other advances bear interest at the prime rate plus 2% (10.25% at September 30, 2006). Interest expense for the nine months ended September 30, 2006 and 2005 was approximately $456,000 and $408,000, respectively. During the nine months ended September 30, 2006, the Partnership made payments of approximately $8,090,000 on the advances and approximately $1,231,000 in accrued interest from proceeds from the sale of Cooper’s Pond Apartments. No such payments were made to affiliates of the Managing General Partner during the nine months ended September 30, 2005. At September 30, 2006, the total outstanding advances and accrued interest due to an affiliate of the Managing General Partner is approximately $3,306,000.

          The Partnership insures its property up to certain limits through coverage provided by AIMCO which is generally self-insured for a portion of losses and liabilities related to workers compensation, property casualty, 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 Managing General Partner. During the nine months ended September 30, 2006 and 2005, the Partnership was charged by AIMCO and its affiliates approximately $372,000 and $213,000, respectively for insurance coverage and fees associated with policy claims administration.

          In addition to its indirect ownership of the general partner interest in the Partnership, AIMCO and its affiliates owned 51,859 Units in the Partnership representing 69.15% of the outstanding Units at September 30, 2006. A number of these Units were acquired pursuant to tender offers made by AIMCO or its affiliates. It is possible that AIMCO or its affiliates will acquire additional Units in exchange for cash or a combination of cash and Units in Aimco Properties, L.P., the operating partnership of AIMCO, either through private purchases or tender offers. Pursuant to the Partnership Agreement, Unit holders 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 69.15% of the outstanding Units, AIMCO and its affiliates are in a position to influence all voting decisions with respect to the Partnership. However, DeForest Ventures I L.P., from whom AIMCO, through its merger with Insignia Financial Group, Inc., acquired 25,833.5 (approximately 34.45%) of its Units, had agreed for the benefit of third party unitholders, that it would vote such Units: (i) against any increase in compensation payable to the general partner and (ii) on all other matters submitted by it or its affiliates, in proportion to the votes cast by third party unit holders. Except for the foregoing, no other limitations are imposed on AIMCO and its affiliates right to vote each Unit held. Although the General Partner owes fiduciary duties to the limited partners of the Partnership, the Managing General Partner owes fiduciary duties to both the General Partner and AIMCO as the sole stockholder of the Managing General Partner.

ITEM 4. SOLICITATION OR RECOMMENDATION.

     (a), (b) and (c) The information set forth in the Letter to the Unit holders, dated as of December 5, 2006, a copy of which is attached hereto as Exhibit (a)(2), is incorporated herein by reference.

ITEM 5. PERSON/ASSETS, RETAINED, EMPLOYED, COMPENSATED OR USED.

     (a) Not applicable.

ITEM 6. INTEREST IN SECURITIES OF THE SUBJECT COMPANY.

     (b) On October 17, 2006, AIMCO Properties, L.P. acquired five (5) limited partnership Units of the subject company. The acquisition was effected pursuant to a direct purchase at a purchase price of $320.94 per Unit.

ITEM 7. PURPOSES OF THE TRANSACTION AND PLANS OR PROPOSALS.

     (d) Not applicable

ITEM 8. ADDITIONAL INFORMATION.

     (b) The information set forth in the Letter to the Unit holders, dated as of December 5, 2006, a copy of which is attached hereto as Exhibit (a)(2), is incorporated herein by reference.

ITEM 9. EXHIBITS.

     (a)(2) Letter to the Unit holders of the Partnership, dated December 5, 2006.

     (e) Not applicable.

     (g) Not applicable.

SIGNATURE

     After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: December 1, 2006

CENTURY PROPERTIES FUND XVII
	By:	Fox Partners, General Partner
		By:	Fox Capital Management Corporation, Its Managing General Partner
			By:	/s/ Martha L. Long
				Martha L. Long
				Senior Vice President