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                                                Filed Pursuant to Rule 424(b)(3)
                                            Registration Statement No. 333-60355
                                                       Prospectus  Supplement To
                                      Prospectus Supplement dated March 31, 1999
                                              To Prospectus dated March 26, 1999


PROSPECTUS SUPPLEMENT
(TO PROSPECTUS SUPPLEMENT DATED MARCH 31, 1999
TO PROSPECTUS DATED MARCH 26, 1999)


                             AIMCO PROPERTIES, L.P.

                         Increase in Offer Consideration
                                   relating to
          the offer to acquire units of limited partnership interest in
                            STURBROOK INVESTOR, LTD.
                         in exchange for your choice of:
           2,215.50 of our 8.0% Class Two Partnership Preferred Units;
                    1,472 of our Partnership Common Units; or
                                 $55,386 in Cash

         Pursuant to a Prospectus, dated March 26, 1999, and a Prospectus
Supplement, dated March 31, 1999, we have offered to acquire units of limited
partnership interest in your partnership. We have now decided to increase our
cash offer price per unit to $55,386. We have also increased the number of our
Partnership Common Units and Class Two Partnership Preferred Units that we are
offering for each of your units, as set forth above. The number of Partnership
Common Units was determined by dividing the increased cash offer price by $37.63
(the average closing price of the Class A Common Stock of Apartment Investment
and Management Company on the New York Stock Exchange for the 30 trading days
ended March 23, 1999). The number of Class Two Partnership Preferred Units was
determined by dividing the increased cash offer price by the $25 liquidation
preference of the Class Two Partnership Preferred Units.


                                  June 3, 1999