CENTURY PROPERTIES FUND XIV, 10KSB, 1999-03-31

CENTURY PROPERTIES FUND XIV
10KSB, 1999-03-31
REAL ESTATE

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FORM 10-KSB-ANNUAL OR TRANSITIONAL REPORT UNDER
SECTION 13 OR 15(D)

FORM 10-KSB
(Mark One)
X] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934 [NO FEE REQUIRED]

For the fiscal year ended December 31, 1998

[] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934 [NO FEE REQUIRED]

For the transition period from to

Commission file number 0-9242

CENTURY PROPERTIES FUND XIV
(Name of small business issuer in its charter)

California 94-2535195
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)

55 Beattie Place, P.O. Box 1089
Greenville, South Carolina 29602
(Address of principal executive offices) (zip code)

Issuer's telephone number (864) 239-1000

Securities registered under Section 12(b) of the Exchange Act:
None
Securities registered under Section 12(g) of the Exchange Act:
Limited Partnership Units
(Title of class)

Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 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. Yes X No

Check if there is no disclosure of delinquent filers in response to Item 405 of
Regulation S-B contained in this form, and no disclosure will be contained, to
the best of registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-KSB or any
amendment to this Form 10-KSB. X

State issuer's revenues for its most recent fiscal year. $5,803,000

State the aggregate market value of the voting partnership interests held by
non-affiliates computed by reference to the price at which the partnership
interests were sold, or the average bid and asked prices of such partnership
interests, as of a specified date within the past 60 days. No market exists for
the limited partnership interests of the Registrant, and therefore, no aggregate
market value can be determined.

DOCUMENTS INCORPORATED BY REFERENCE
None

PART I

ITEM 1. DESCRIPTION OF BUSINESS.

Century Properties Fund XIV (the "Partnership" or the "Registrant") was
organized in 1978 as a California limited partnership under the Uniform Limited
Partnership Act of the California Corporations Code. Fox Capital Management
Corporation (the "Managing General Partner" or "FCMC"), a California
corporation, and Fox Realty Investors ("FRI"), a California general partnership,
are the general partners of the Partnership. The Managing General Partner is a
subsidiary of Apartment Investment and Management Company ("AIMCO"). The
Partnership Agreement provides that the Partnership is to terminate on December
31, 2012, unless terminated prior to such date.

The Partnership is engaged in the business of operating and holding real
properties for investment. During its acquisition phase, the Partnership
acquired nineteen income-producing real properties, or interest therein. The
Partnership continues to own and operate three of these properties.

From June 1979 through December 1979, the Partnership offered and sold, pursuant
to a Registration statement filed with the Securities and Exchange Commission,
64,806 Limited Partnership Units aggregating $64,806,000. The net proceeds of
this offering were used to purchase nineteen income-producing real properties,
or interest therein. Since its initial offering, the Partnership has not
received, nor are limited partners required to make, additional capital
contributions. The Partnership, which is engaged in the business of operating
and holding real properties for investment, presently owns three residential
apartment complexes located in Nevada and Arizona. See "Item 2. Description of
Properties" for a further description of the Partnership's properties.

A further description of the Partnership's business is included in "Item 6.
Management's Discussion and Analysis or Plan of Operation" of this Form 10-KSB.

The Managing General Partner of the Partnership intends to maximize the
operating results and, ultimately, the net realizable value of each of the
Partnership's properties in order to achieve the best possible return for the
investors. Such results may best be achieved by holding and operating the
properties or through property sales or exchanges, refinancings, debt
restructurings or relinquishment of the assets. The Partnership intends to
evaluate each of its holdings periodically to determine the most appropriate
strategy for each of the assets.

The Partnership has no employees. The Managing General Partner is vested with
full authority as to the general management and supervision of the business and
affairs of the Partnership. Limited partners have no right to participate in
the management or conduct of such business and affairs. An affiliate of the
Managing General Partner, provides day-to-day property management services for
the Partnership's investment properties. See "Item 12. Certain Relationships
and Related Transactions" for discussion of transactions with affiliated
parties.

The real estate business in which the Partnership is engaged is highly
competitive. There are other residential properties within the market area of
the Partnership's properties. The number and quality of competitive properties,
including those which may be managed by an affiliate of the Managing General
Partner, in such market area could have a material effect on the rental market
for the apartments at the Partnership's properties and the rents that may be
charged for such apartments. While the Managing General Partner and its
affiliates are a significant factor in the United States in the apartment
industry, competition for apartments is local. In addition, various limited
partnerships have been formed by the Managing General Partner and/or affiliates
to engage in business which may be competitive with the Partnership.

Both the income and expenses of operating the remaining properties owned by the
Partnership are subject to factors outside of the Partnership's control, such as
an oversupply of similar properties resulting from overbuilding, increases in
unemployment or population shifts, reduced availability of permanent mortgage
financing, changes in zoning laws, or changes in patterns or needs of users. In
addition, there are risks inherent in owning and operating residential
properties because such properties are susceptible to the impact of economic and
other conditions outside of the control of the Partnership.

There have been, and it is possible there may be other, Federal, state and local
legislation and regulations enacted relating to the protection of the
environment. The Partnership is unable to predict the extent, if any, to which
such new legislation or regulations might occur and the degree to which such
existing or new legislation or regulations might adversely affect the properties
owned by the Partnership.

The Partnership monitors its properties for evidence of pollutants, toxins, and
other dangerous substances, including the presence of asbestos. In certain cases
environmental testing has been performed, which resulted in no material adverse
conditions or liabilities. In no case has the Partnership received notice that
it is a potentially responsible party with respect to an environmental clean up
site.

Tender Offers

On January 19, 1996, DeForest Ventures I L.P., the entity which tendered for
units of the Partnership in 1994 and 1995, and certain of its affiliates sold
the units then held by them (26,615.0543 units representing approximately 41% of
the total outstanding units at such time) to Riverside Drive L.L.C.
("Riverside"), an affiliate of the Managing General Partner. As a result,
Riverside could be in a position to significantly influence all voting decisions
with respect to the Partnership. Under the Partnership Agreement, unitholders
holding a majority of the Units are entitled to take action with respect to a
variety of matters. When voting on matters, Riverside would in all likelihood
vote the Units it acquired in a manner favorable to the interest of the Managing
General Partner because of its affiliation with the Managing General Partner.
However, Riverside has agreed for the benefit of non-tendering unitholders, that
it will vote its Units: (i) against any proposal to increase the fees and other
compensation payable by the Partnership to the Managing General Partner and any
of its affiliates; and (ii) with respect to any proposal made by the Managing
General Partner or any of its affiliates, in proportion to votes cast by other
unitholders. Except for the foregoing, no other limitations are imposed on
Riverside's right to vote each Unit acquired. In addition to the foregoing
units, an affiliate of the Managing General Partner acquired 2,926 units
pursuant to its December 17, 1997, tender offer. See "Item 11. Security
Ownership of Certain Beneficial Owners and Management" for additional
information with respect to this tender offer.

Transfers of Control

Pursuant to a series of transactions which closed during 1996, affiliates of
Insignia Financial Group, Inc. ("Insignia") acquired all of the issued and
outstanding shares of stock of FCMC, NPI Equity Investments II, Inc. ("NPI
Equity"), the managing general partner of FRI, and National Property Investors,
Inc. ("NPI"). NPI was the sole stockholder of NPI Equity until December 31,
1996, at which time the stock of NPI Equity was acquired by Insignia Properties
Trust ("IPT"), an affiliate of Insignia.

Pursuant to a series of transactions which closed on October 1, 1998 and
February 26, 1999, Insignia and IPT merged into AIMCO, a publicly traded real
estate investment trust, with AIMCO being the surviving corporation (the
"Insignia Merger"). As a result, AIMCO ultimately acquired a 100% ownership
interest in IPT, the entity which controls the Managing General Partner. The
Managing General Partner does not believe that this transaction will have a
material effect on the affairs and operations of the Partnership.

ITEM 2. DESCRIPTION OF PROPERTIES

The following table sets forth the Partnership's remaining investment
properties:

Date of Type of
Property Purchase Ownership Use

Torrey Pines Village Apartments 09/79 Fee ownership subject Apartment
Las Vegas, Nevada to a first mortgage (1) 204 units

St. Charleston Village Apartments 09/79 Fee ownership subject Apartment
Las Vegas, Nevada to a first mortgage (1) 312 units

Sun River Apartments 11/80 Fee ownership subject Apartment
Tempe, Arizona to a first mortgage (1) 334 units

(1) Each property is held by a limited partnership in which the Partnership
owns a 99% interest.

SCHEDULE OF PROPERTIES:

Set forth below for each of the Partnership's properties is the gross carrying
value, accumulated depreciation, depreciable life, method of depreciation and
federal tax basis.

Gross

Carrying Accumulated Federal

Property Value Depreciation Rate Method Tax Basis

(in thousands) (in thousands)

Torrey Pines $ 6,263 $ 3,489 5-30 SL $ 2,222

St. Charleston 9,803 5,573 5-30 SL 3,412

Sun River 11,014 5,903 5-30 SL 1,732

Total $27,080 $14,965 $ 7,366

See "Note A" to the consolidated financial statements included in "Item 7.
Financial Statements" for a description of the Partnership's depreciation
policy.

SCHEDULE OF PROPERTY INDEBTEDNESS:

The following table sets forth certain information relating to the loans
encumbering the Partnership's properties.

Principal Principal

Balance At Stated Balance

December 31, Interest Period Maturity Due At

Property 1998 Rate Amortized Date Maturity (1)

(in thousands) (in thousands)

Torrey Pines $ 3,640 9.88% 30 years 7/1/01 $ 3,552

St. Charleston 6,115 9.88% 30 years 7/1/01 5,967

Sun River 6,182 9.88% 30 years 7/1/01 6,032

Total $15,937 $15,551

(1) See "Item 7. Financial Statements _ Note D" for information with respect to
the Partnership's ability to prepay these loans.

The mortgage notes payable are nonrecourse and are secured by pledge of the
Partnership's properties and by pledge of revenues from the respective rental
properties. All mortgage notes payable include prepayment penalties if repaid
prior to maturity.

SCHEDULE OF RENTAL RATES AND OCCUPANCY:

Average annual rental rates and occupancy for 1998 and 1997 for each property:

Average Annual Average

Rental Rates Occupancy

Property 1998 1997 1998 1997

Torrey Pines $6,887/unit $6,782/unit 93% 91%

St. Charleston 7,014/unit 6,929/unit 93% 93%

Sun River 7,395/unit 7,125/unit 95% 95%

As noted under "Item 1. Description of Business", the real estate industry is
highly competitive. All of the properties of the Partnership are subject to
competition from other properties in the area. The Managing General Partner
believes that all of the properties are adequately insured. The multi-family
residential properties' lease terms are for one year or less. No individual
residential property tenant leases 10% or more of the available rental space.
All of the properties are in good physical condition, subject to depreciation
and deterioration as is typical for assets of this type and age.

SCHEDULE OF REAL ESTATE TAXES AND RATES:

Real estate taxes and rates in 1998 for each property were:

1998 1998
Billing Rate
(in thousands)

Torrey Pines $ 74 3.06%
St. Charleston 125 3.06%
Sun River 103 1.29%

CAPITAL IMPROVEMENTS:

During 1998, the Partnership completed approximately $185,000 of capital
improvements at Sun River, consisting primarily of tennis courts, perimeter
fencing, roof replacement, and floor covering. These improvements were funded
from replacement reserves and operating cash flow. Based on a report received
from an independent third party consultant analyzing necessary exterior
improvements and estimates made by the Managing General Partner on interior
improvements, it is estimated that the property requires approximately $343,000
of capital improvements over the near term. Capital improvements budgeted for
1999 include, but are not limited to, roof replacement, repairs to the air
conditioning system, structural improvements, carpet replacement and water
heater replacement, which are expected to cost approximately $419,000.

Also during 1998, the Partnership completed approximately $92,000 of capital
improvements at Torrey Pines, consisting primarily of roof replacement,
appliances and floor covering. These improvements were funded from replacement
reserves. Based on a report received from an independent third party consultant
analyzing necessary exterior improvements and estimates made by the Managing
General Partner on interior improvements, it is estimated that the property
requires approximately $196,000 of capital improvements over the near term.
Capital improvements budgeted for 1999 include, but are not limited to, carpet
replacement, roof replacement and structural improvements, which are expected to
cost approximately $211,000.

During 1998, the Partnership completed approximately $144,000 of capital
improvements at St. Charleston, consisting primarily of roof replacement and
floor covering. These improvements were funded from replacement reserves. Based
on a report received from an independent third party consultant analyzing
necessary exterior improvements and estimates made by the Managing General
Partner on interior improvements, it is estimated that the property requires
approximately $282,000 of capital improvements over the near term. Capital
improvements budgeted for 1999 include, but are not limited to, interior and
exterior building improvements, which are expected to cost approximately
$341,000.

The capital improvements planned for 1999 at the Partnership's properties will
be made only to the extent of cash available from operations and Partnership
reserves.

ITEM 3. LEGAL PROCEEDINGS

In March 1998, several putative unit holders of limited partnership units of the
Partnership commenced an action entitled Rosalie Nuanes, et al. v. Insignia
Financial Group, Inc., et al. in the Superior Court of the State of California
for the County of San Mateo. The plaintiffs named as defendants, among others,
the Partnership, the Managing General Partner and several of their affiliated
partnerships and corporate entities. The complaint purports to assert claims on
behalf of a class of limited partners and derivatively on behalf of a number of
limited partnerships (including the Partnership) which are named as nominal
defendants, challenging the acquisition by Insignia and entities which were, at
the time, affiliates of Insignia ("Insignia Affiliates") of interests in certain
general partner entities, past tender offers by Insignia Affiliates to acquire
limited partnership units, the management of partnerships by Insignia
Affiliates, as well as a recently announced agreement between Insignia and
AIMCO. The complaint seeks monetary damages and equitable relief, including
judicial dissolution of the Partnership. On June 25, 1998, the Managing General
Partner filed a motion seeking dismissal of the action. In lieu of responding to
the motion, the plaintiffs have filed an amended complaint. The Managing
General Partner has filed demurrers to the amended complaint which were heard
during February 1999. No ruling on such demurrers has been received. The
Managing General Partner does not anticipate that costs associated with this
case, if any, will be material to the Partnership's overall operations.

On July 30, 1998, certain entities claiming to own limited partnership interests
in certain limited partnerships whose general partners were, at the time,
affiliates of Insignia filed a complaint entitled Everest Properties, LLC, et.
al. v. Insignia Financial Group, Inc., et. al. in the Superior Court of the
State of California, County of Los Angeles. The action involves 44 real estate
limited partnerships (including the Partnership) in which the plaintiffs
allegedly own interests and which Insignia Affiliates allegedly manage or
control (the "Subject Partnerships"). This case was settled on March 3, 1999.
The Partnership is responsible for a portion of the settlement costs. The
expense will not have a material effect on the Partnership's overall
operations.

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

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

The unit holders of the Partnership did not vote on any matter during the
quarter ended December 31, 1998.

PART II

ITEM 5. MARKET FOR THE PARTNERSHIP'S EQUITY AND RELATED PARTNER MATTERS

The Partnership, a publicly-held limited partnership, originally sold 64,806
Limited Partnership Units. As of January 1, 1999, the number of holders of
Limited Partnership Units was 3,279. Affiliates of the Managing General Partner
owned 29,566.62 units or 45.623% at December 31, 1998. There is no intention to
sell additional Limited Partnership Units nor is there an established public
trading market for these Units.

Total cash distributed was approximately $3,503,000 ($52.97 per Limited
Partnership Unit) and $1,508,000 ($22.81 per Limited Partnership Unit) for the
years ended December 31, 1998 and 1997, respectively. The cash distributions
made in 1998 were primarily from the collection of the Waverley Apartments note
of $1,500,000 and from cash generated by operations of approximately $2,003,000.
The distribution made in 1997 consisted primarily of cash proceeds from the sale
of the Partnership's Gateway Park property of approximately $903,000 and
approximately $605,000 from the Partnership's operations. Pursuant to the
Partnership Agreement, the general partners earned approximately $222,000 and
$67,000 for partnership management fees during the years ended December 31, 1998
and 1997, respectively, in connection with the aforementioned distributions from
operations. Future cash distributions will depend on the levels of net cash
generated from operations, refinancings, property sales, and the availability of
cash reserves. The Partnership's distribution policy will be reviewed on a
quarterly basis. There can be no assurance, however, that the Partnership will
generate sufficient funds from operations after required capital expenditures to
permit further distributions to its partners in 1999 or subsequent periods.

ITEM 6. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

The matters discussed in this Form 10-KSB contain certain forward-looking
statements and involve risks and uncertainties (including changing market
conditions, competitive and regulatory matters, etc.) detailed in the disclosure
contained in this Form 10-KSB and the other filings with the Securities and
Exchange Commission made by the Registrant from time to time. The discussion of
the Registrant's business and results of operations, including forward-looking
statements pertaining to such matters, does not take into account the effects of
any changes to the Registrant's business and results of operation. Accordingly,
actual results could differ materially from those projected in the forward-
looking statements as a result of a number of factors, including those
identified herein.

This item should be read in conjunction with the consolidated financial
statements and other items contained elsewhere in this report.

Results of Operations

The Partnership's net income for the year ended December 31, 1998 was
approximately $119,000 versus net income of approximately $2,877,000 for the
year ended December 31, 1997. Included in net income for the year ended
December 31, 1997, is approximately $2,813,000 in gains from the sale of the
Partnership's Gateway Business Park ("Gateway") property in 1997 and the
collection of a note receivable, which had previously been fully reserved due to
uncertainty regarding collectibility, related to the sale in 1987 of the
Partnership's Waverley Apartments (see discussion below). The decrease in net
income for the year ended December 31, 1998 is primarily attributable to the
gains recognized in 1997, as discussed above.

Exclusive of the gains discussed above and Gateway's 1997 operations, the
Partnership's total revenues decreased approximately $51,000 and total expenses
decreased approximately $177,000. Rental income increased for the year ended
December 31, 1998 as compared to the corresponding period of 1997. This
increase can be attributed to an increase in rental rates at each of the
Partnership's investment properties combined with a minor increase in average
occupancy at Torrey Pines. Other income decreased primarily due to a decrease
in interest income as a result of lower average cash balances during 1998.
Operating expense decreased in 1998 primarily due to decreased property and
maintenance expenses at each of the Partnership's investment properties.
Partially offsetting the increase in net income is an increase in general and
administrative expenses primarily attributable to an increase in Partnership
management fees paid to the General Partner associated with distributions from
operations. As discussed below, distributions from operations increased
approximately $1,398,000 in 1998 over 1997. Also, included in general and
administrative expenses are reimbursements to the Managing General Partner
allowed under the Partnership Agreement associated with its management of the
Partnership. In addition, costs associated with the quarterly and annual
communications with investors and regulatory agencies and the annual audit
required by the Partnership are also included.

On August 13, 1997, the Partnership sold Gateway Business Park located in
Dublin, California, to an unaffiliated third party for $2,600,000. After
repayment of the mortgage note payable and closing expenses, the net proceeds
received by the Partnership were approximately $903,000. For financial statement
purposes, the sale resulted in a gain of approximately $1,313,000.
Additionally, an extraordinary loss of approximately $19,000 representing the
write off of the unamortized loan costs related to the payoff of the mortgage
note payable has been recorded.

In connection with the sale of the Waverley Apartments in 1987, the Partnership
received a note for $1,500,000 with a maturity date of July 1997. Previously,
the note was fully reserved due to uncertainty regarding collectibility. The
note receivable was, however, collected in September 1997, and, as a result, is
reflected as a gain on sale of property on the consolidated statement of
operations for the year ended December 31, 1997.

As part of the ongoing business plan of the Partnership, the Managing 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 Managing 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, due to changing market
conditions, which can result in the use of rental concessions and rental
reductions to offset softening market conditions, there is no guarantee that the
Managing General Partner will be able to sustain such a plan.

Liquidity and Capital Resources

At December 31, 1998, the Partnership had cash and cash equivalents of
approximately $716,000 compared to approximately $3,524,000 at December 31,
1997. The net decrease in cash and cash equivalents for the year ended December
31, 1998, was approximately $2,808,000. The decrease in cash and cash
equivalents is due to approximately $328,000 and $3,633,000 of cash used in
investing and financing activities, respectively, which more than offset
approximately $1,153,000 of cash provided by operating activities. Cash used in
investing activities consisted of capital improvements partially offset by net
withdrawals from escrows. Cash used in financing activities consisted primarily
of distributions to partners and payments made on mortgages encumbering the
Partnership's investment properties. The Partnership invests its working
capital reserves in money market accounts.

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

The sufficiency of existing liquid assets to meet future 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 Partnership has budgeted
approximately $971,000 in capital improvements for its properties in 1999.
Budgeted capital improvements at Sun River Village include, but are not limited
to, roof replacement, repairs to the air conditioning system, structural
improvements, and carpet and water heater replacement. Budgeted capital
improvements at Torrey Pines Village include, but are not limited to, structural
improvements, and roof and carpet replacement. Budgeted capital improvements at
St. Charleston include, but are not limited to, interior and exterior building
improvements. The capital expenditures will be incurred only if cash is
available from operations or from Partnership reserves. To the extent that such
budgeted capital improvements are completed, the Partnership's distributable
cash flow, if any, may be adversely affected at least in the short term.

The Partnership's current assets are thought to be sufficient for any near term
needs (exclusive of capital improvements) of the Partnership. The remaining
mortgage indebtedness of approximately $15,937,000 matures in July 2001, with
balloon payments totaling approximately $15,551,000 due at maturity. The
Managing General Partner will attempt to refinance such indebtedness and/or sell
the properties prior to such maturity date. If the properties cannot be
refinanced or sold for a sufficient amount, the Partnership will risk losing
such properties through foreclosure.

During the year ended December 31, 1998, the Partnership distributed
approximately $3,503,000 to the partners, consisting of approximately $1,500,000
from the collection of the Waverley Apartments note and approximately $2,003,000
from operations. Cash distributions of approximately $1,508,000 were paid to
the partners in 1997, with approximately $605,000 from operations and
approximately $903,000 of sales proceeds from Gateway. Future cash
distributions will depend on the levels of cash generated from operations,
property sales, refinancings, and the availability of cash reserves. The
Partnership's distribution policy will be reviewed on a quarterly basis. There
can be no assurance, however, that the Partnership will generate sufficient
funds from operations after required capital expenditures to permit any further
distributions to its partners in 1999 or subsequent periods.

Year 2000 Compliance

General Description of the Year 2000 Issue and the Nature and Effects of the
Year 2000 on Information Technology (IT) and Non-IT Systems

The Year 2000 issue is the result of computer programs being written using two
digits rather than four digits to define the applicable year. The Partnership
is dependent upon the Managing General Partner and its affiliates for management
and administrative services ("Managing Agent"). Any of the computer programs or
hardware that have date-sensitive software or embedded chips may recognize a
date using "00" as the year 1900 rather than the year 2000. This could result
in a system failure or miscalculations causing disruptions of operations,
including, among other things, a temporary inability to process transactions,
send invoices, or engage in similar normal business activities.

Over the past two years, the Managing Agent has determined that it will be
required to modify or replace significant portions of its software and certain
hardware so that those systems will properly utilize dates beyond December 31,
1999. The Managing Agent presently believes that with modifications or
replacements of existing software and certain hardware, the Year 2000 issue can
be mitigated. However, if such modifications and replacements are not made or
not completed in time, the Year 2000 issue could have a material impact on the
operations of the Partnership.

The Managing Agent's plan to resolve Year 2000 issues involves four Phases:
assessment, remediation, testing, and implementation. To date, the Managing
Agent has fully completed its assessment of all the information systems that
could be significantly affected by the Year 2000, and has begun the remediation,
testing and implementation phases on both hardware and software systems.
Assessments are continuing in regards to embedded systems. The status of each
is detailed below.

Status of Progress in Becoming Year 2000 Compliant, Including Timetable for
Completion of Each Remaining Phase

Computer Hardware:

During 1997 and 1998, the Managing Agent identified all of the computer systems
at risk and formulated a plan to repair or replace each of the affected systems.
In August 1998, the mainframe system used by the Managing Agent became fully
functional. In addition to the mainframe, PC-based network servers and routers
and desktop PCs were analyzed for compliance. The Managing Agent has begun to
replace each of the non-compliant network connections and desktop PCs and, as of
December 31, 1998, had completed approximately 75% of this effort.

The total cost to the Managing Agent to replace the PC-based network servers,
routers and desktop PCs is expected to be approximately $1.5 million of which
$1.3 million has been incurred to date. The remaining network connections and
desktop PCs are expected to be upgraded to Year 2000 compliant systems by March
31, 1999.

Computer software:

The Managing Agent utilizes a combination of off-the-shelf, commercially
available software programs as well as custom-written programs that are designed
to fit specific needs. Both of these types of programs were studied, and
implementation plans written and executed with the intent of repairing or
replacing any non-compliant software programs.

During 1998, the Managing Agent began converting the existing property
management and rent collection systems to its management properties Year 2000
compliant systems. The estimated additional costs to convert such systems at
all properties, is $200,000, and the implementation and the testing process is
expected to be completed by March 31, 1999.

The final software area is the office software and server operating systems.
The Managing Agent has upgraded all non-compliant office software systems on
each PC and has upgraded 80% of the server operating systems. The remaining
server operating systems are planned to be upgraded to be Year 2000 compliant by
March 31, 1999.

Operating Equipment:

The Managing Agent has operating equipment, primarily at the property sites,
which needed to be evaluated for Year 2000 compliance. In September 1997, the
Managing Agent began taking a census and inventory of embedded systems
(including those devices that use time to control systems and machines at
specific properties, for example elevators, heating, ventilating, and air
conditioning systems, security and alarm systems, etc.).

The Managing Agent has chosen to focus its attention mainly upon security
systems, elevators, heating, ventilating and air conditioning systems, telephone
systems and switches, and sprinkler systems. While this area is the most
difficult to fully research adequately, management has not yet found any major
non-compliance issues that put the Managing Agent at risk financially or
operationally. The Managing Agent intends to have a third-party conduct an
audit of these systems and report their findings by March 31, 1999.

Any of the above operating equipment that has been found to be non-compliant to
date has been replaced or repaired. To date, these have consisted only of
security systems and phone systems. As of December 31, 1998 the Managing Agent
has evaluated approximately 86% of the operating equipment for the Year 2000
compliance.

The total cost incurred for all properties managed by the Managing Agent as of
December 31, 1998 to replace or repair the operating equipment was approximately
$400,000. The Managing Agent estimates the cost to replace or repair any
remaining operating equipment is approximately $325,000, which is expected to be
completed by April 30, 1999.

The Managing Agent continues to have "awareness campaigns" throughout the
organization designed to raise awareness and report any possible compliance
issues regarding operating equipment within our enterprise.

Nature and Level of Importance of Third Parties and Their Exposure to the Year
2000

The Managing Agent continues to conduct surveys of its banking and other vendor
relationships to assess risks regarding their Year 2000 readiness. The Managing
Agent has banking relationships with three major financial institutions, all of
which have indicated their compliance efforts will be complete before May 1999.
The Managing Agent has updated data transmission standards with two of the three
financial institutions. The Managing Agent's contingency plan in this regard is
to move accounts from any institution that cannot be certified Year 2000
compliant by June 1, 1999.

The Partnership does not rely heavily on any single vendor for goods and
services, and does not have significant suppliers and subcontractors who share
information systems (external agent). To date the Partnership is not aware of
any external agent with a Year 2000 compliance issue that would materially
impact the Partnership's results of operations, liquidity, or capital resources.
However, the Partnership has no means of ensuring that external agents will be
Year 2000 compliant.

The Managing Agent does not believe that the inability of external agents to
complete their Year 2000 remediation process in a timely manner will have a
material impact on the financial position or results of operations of the
Partnership. However, the effect of non-compliance by external agents is not
readily determinable.

Costs to Address Year 2000

The total cost of the Year 2000 project to the Managing Agent is estimated at
$3.5 million and is being funded from operating cash flows. To date, the
Managing Agent has incurred approximately $2.8 million ($0.6 million expensed
and $2.2 million capitalized for new systems and equipment) related to all
phases of the Year 2000 project. Of the total remaining project costs,
approximately $0.5 million is attributable to the purchase of new software and
operating equipment, which will be capitalized. The remaining $0.2 million
relates to repair of hardware and software and will be expensed as incurred.
The Partnership's portion of these costs are not material.

Risks Associated with the Year 2000

The Managing Agent believes it has an effective program in place to resolve the
Year 2000 issue in a timely manner. As noted above, the Managing Agent has not
yet completed all necessary phases of the Year 2000 program. In the event that
the Managing Agent does not complete any additional phases, certain worst case
scenarios could occur. The worst case scenarios could include elevators,
security and heating, ventilating and air conditioning systems that read
incorrect dates and operate with incorrect schedules (e.g., elevators will
operate on Monday as if it were Sunday). Although such a change would be
annoying to residents, it is not business critical.

In addition, disruptions in the economy generally resulting from Year 2000
issues could also adversely affect the Partnership. The Partnership could be
subject to litigation for, among other things, computer system failures,
equipment shutdowns or failure to properly date business records. The amount of
potential liability and lost revenue cannot be reasonably estimated at this
time.

Contingency Plans Associated with the Year 2000

The Managing Agent has contingency plans for certain critical applications and
is working on such plans for others. These contingency plans involve, among
other actions, manual workarounds and selecting new relationships for such
activities as banking relationships and elevator operating systems.

ITEM 7. FINANCIAL STATEMENTS.

CENTURY PROPERTIES FUND XIV

LIST OF FINANCIAL STATEMENTS

Independent Auditors' Reports

Consolidated Balance Sheet - December 31, 1998

Consolidated Statements of Operations - Years ended December 31, 1998 and 1997

Consolidated Statements of Changes in Partners' Capital (Deficit) - Years ended
December 31, 1998 and 1997

Consolidated Statements of Cash Flows - Years ended December 31, 1998 and 1997

Notes to Consolidated Financial Statements

Report of Ernst & Young LLP, Independent Auditors

To the Partners
Century Properties Fund XIV

We have audited the accompanying consolidated balance sheet of Century
Properties Fund XIV as of December 31, 1998 and the related consolidated
statements of operations, changes in partners' capital (deficit) and cash flows
for the year then ended. These financial statements are the responsibility of
the Partnership's management. Our responsibility is to express an opinion on
these consolidated financial statements based on our audit.

We conducted our audit in accordance with generally accepted auditing standards.
Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by the
Partnership's management, as well as evaluating the overall financial statement
presentation. We believe that our audit provides a reasonable basis for our
opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the consolidated financial position of Century Properties
Fund XIV at December 31, 1998, and the consolidated results of its operations
and its cash flows for the year then ended, in conformity with generally
accepted accounting principles.

/s/ Ernst & Young LLP

Greenville, South Carolina
March 3, 1999

Independent Auditors' Report

To the Partners
Century Properties Fund XIV
Greenville, South Carolina

We have audited the accompanying consolidated statements of operations, changes
in partners' capital and cash flows of Century Properties Fund XIV (a limited
partnership)(the "Partnership") for the year ended December 31, 1997.
These consolidated financial statements are the responsibility of the
Partnership's management. Our responsibility is to express an opinion on these
consolidated financial statements based on our audit.

We conducted our audit in accordance with generally accepted auditing standards.
Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the consolidated financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the consolidated financial statements.
An audit also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall consolidated
financial statement presentation. We believe that our audit provides a
reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred to above present
fairly, in all material respects, the results of operations and
cash flows of Century Properties Fund XIV and its subsidiaries for the year
ended December 31, 1997, in conformity with generally accepted accounting
principles.

/s/ Imowitz Koenig & Co., LLP
Certified Public Accountants

New York, NY
January 15, 1998

CENTURY PROPERTIES FUND XIV

CONSOLIDATED BALANCE SHEET

December 31, 1998
(in thousands, except unit data)

Assets

Cash and cash equivalents $ 716

Receivables and deposits 498

Restricted escrows 144

Other assets 186

Investment properties (Notes D and H):

Land $ 2,288

Buildings and related personal property 24,792

27,080

Less accumulated depreciation (14,965) 12,115

$13,659

Liabilities and Partners' Deficit

Liabilities

Accounts payable $ 181

Tenant security deposit liabilities 148

Accrued property taxes 91

Other liabilities 289

Mortgage notes payable (Notes D and H) 15,937

Partners' Deficit

General partners' $ (60)

Limited partners' (64,806 units issued

and outstanding) (2,927) (2,987)

$13,659

See Accompanying Notes to Consolidated Financial Statements

CENTURY PROPERTIES FUND XIV

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

Years Ended December 31,

1998 1997

Revenues:

Rental income $ 5,456 $ 5,572

Other income 347 413

Gain on sale of properties (Note E) -- 2,813

Total revenues 5,803 8,798

Expenses:

Operating 2,382 2,595

General and administrative 471 329

Depreciation 891 921

Interest 1,644 1,739

Property taxes 296 318

Total expenses 5,684 5,902

Income before extraordinary loss 119 2,896

Extraordinary loss on early extinguishment of debt -- (19)

Net income $ 119 $ 2,877

Net income allocated to general partners $ 2 $ 43

Net income allocated to limited partners 117 2,834

$ 119 $ 2,877

Net income per limited partnership unit:

Income before extraordinary loss $ 1.80 $ 44.02

Extraordinary loss on early extinguishment of debt -- (.29)

Net income per limited partnership unit $ 1.80 $ 43.73

Distributions per limited partnership unit $ 52.97 $ 22.81

See Accompanying Notes to Consolidated Financial Statements

CENTURY PROPERTIES FUND XIV

CONSOLIDATED STATEMENTS OF CHANGES IN PARTNERS' CAPITAL (DEFICIT)
(in thousands, except unit data)

Limited

Partnership General Limited

Units Partners' Partners' Total

Original capital contributions 64,806 $ -- $64,806 $64,806

Partners' deficit at

December 31, 1996 64,806 $ (5) $ (967) $ (972)

Net income for the year

ended December 31, 1997 -- 43 2,834 2,877

Distributions to partners -- (30) (1,478) (1,508)

Partners' capital at

December 31, 1997 64,806 8 389 397

Net income for the year

ended December 31, 1998 -- 2 117 119

Distributions to partners -- (70) (3,433) (3,503)

Partners' deficit at

December 31, 1998 64,806 $ (60) $(2,927) $(2,987)

See Accompanying Notes to Consolidated Financial Statements

CENTURY PROPERTIES FUND XIV

CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)

Years Ended December 31,

1998 1997

Cash flows from operating activities:

Net income $ 119 $ 2,877

Adjustments to reconcile net income to net

Cash provided by operating activities:

Depreciation 891 921

Amortization of loan costs and

lease commissions 63 72

Gain on sale of properties -- (2,813)

Extraordinary loss on extinguishment of debt -- 19

Change in accounts:

Receivables and deposits (176) 203

Other assets 79 7

Accounts payable 52 (2)

Tenant security deposit liabilities 9 (24)

Accrued property taxes 42 (3)

Other liabilities 74 (26)

Net cash provided by operating activities 1,153 1,231

Cash flows from investing activities:

Property improvements and replacements (421) (432)

Net withdrawals from (deposits to) restricted escrows 93 (25)

Proceeds from sale of properties -- 3,909

Net cash (used in) provided by

investing activities (328) 3,452

Cash flows from financing activities:

Payments on mortgage notes payable (130) (130)

Repayment of mortgage notes payable -- (1,506)

Distributions to partners (3,503) (1,508)

Cash used in financing activities (3,633) (3,144)

Net (decrease) increase in cash and cash equivalents (2,808) 1,539

Cash and cash equivalents at beginning of year 3,524 1,985

Cash and cash equivalents at end of year $ 716 $ 3,524

Supplemental disclosure of cash flow information:

Cash paid for interest $ 1,582 $ 1,679

See Accompanying Notes to Consolidated Financial Statements

CENTURY PROPERTIES FUND XIV

Notes to Consolidated Financial Statements

December 31, 1998

NOTE A - ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

Organization:

Century Properties Fund XIV (the "Partnership") is a limited partnership
organized under the laws of the State of California to hold for investment and
ultimately sell income-producing real estate. The Partnership currently owns
three residential apartment complexes located in Nevada and Arizona. The
general partners are Fox Realty Investors ("FRI"), a California general
partnership, and Fox Capital Management Corporation ("FCMC" or the "Managing
General Partner"), a California Corporation. The original capital contributions
of $64,806,000 ($1,000 per unit) were made by the limited partners, including
100 limited partnership units purchased by FCMC. The Managing General Partner
is a subsidiary of Apartment Investment and Management Company ("AIMCO") (see
"Note B - Transfer of Control"). The directors and officers of the Managing
General Partner also serve as executive officers of AIMCO. The Partnership
Agreement provides that the Partnership is to terminate on December 31, 2012,
unless terminated prior to such date.

Principles of Consolidation:

The Partnership's financial statements include the accounts of Century St.
Charleston, LP, Century Sun River LP, and Century Torrey Pines, LP. The
Partnership owns a 99% interest in each of the partnerships and has the ability
to control the major operating and financial policies of these partnerships.
All interpartnership transactions have been eliminated.

Use of Estimates:

The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the amounts reported in the financial statements and accompanying notes.
Actual results could differ from those estimates.

Allocation of Income, Loss, and Distribution:

Net income, net loss, and distributions of cash of the Partnership are allocated
between general and limited partners in accordance with the provisions of the
Partnership Agreement.

The Net Income, Net Loss, and Distributions of Cash Available for Distribution
of the Partnership shall be allocated 98 percent to the Limited Partnership Unit
Holders and two percent to the General Partners. However, realized gains from
the sale or other disposition of Partnership properties shall be allocated:
first, to the General Partners to the extent of any deficit in their capital
accounts, next to the Limited Partnership Unit Holders, pro rata, to the extent
of any deficit in their capital accounts, next to the General Partners and
Limited Partnership Unit Holders, pro rata, to the extent they receive
distributions of cash according to the Partnership Agreement from the sale or
disposition of Partnership properties, and lastly, to the General Partners and
Limited Partnership Unit Holders in the ratio they are entitled to receive
distributions of cash, pursuant to the Partnership Agreement.

Fair Value of Financial Instruments:

Statement of Financial Accounting Standards ("SFAS") No. 107, "Disclosures about
Fair Value of Financial Instruments", as amended by SFAS No. 119, "Disclosures
about Derivative Financial Instruments and Fair Value of 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 in the SFAS as the amount at which
the instrument 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 long term
debt) approximates their fair value due to the short term maturity of these
instruments. The fair value of the Partnership's long term debt, after
discounting the scheduled loan payments to maturity, approximates its carrying
balance.

Cash and Cash Equivalents:

The Partnership considers all highly liquid investments with an original
maturity of three months or less at the time of purchase to be cash equivalents.
At certain times, the amount of cash deposited at a bank may exceed the limit on
insured deposits.

Security Deposits:

The Partnership requires security deposits from lessees for the duration of the
lease and such deposits are included in receivables and deposits. The security
deposits are refunded when the tenant vacates, provided the tenant has not
damaged its space, and is current on its rental payments.

Investment Properties:

Investment properties, which consist of three apartment complexes, are stated at
cost. Acquisition fees are capitalized as a cost of real estate. In accordance
with SFAS No. 121, "Accounting for the Impairment of Long-Lived Assets and for
Long-Lived Assets to be Disposed Of", the Partnership records impairment losses
on long-lived assets used in operations when events and circumstances indicate
that the assets may be impaired and the undiscounted cash flows estimated to be
generated by those assets are less than the carrying amounts of these assets.
No adjustments for impairment of value were recorded in the years ended December
31, 1998 and 1997.

Depreciation:

Depreciation is computed by the straight-line method over estimated useful lives
ranging from 27.5 to 30 years for buildings and improvements and five to seven
years for furnishings.

Leases:

The Partnership generally leases apartment units for twelve-month terms or less.
The Partnership recognizes income as earned on its leases. In addition, the
Managing General Partner's policy is to offer rental concessions during
particularly slow months or in response to heavy competition from other similar
complexes in the area. Concessions are charged against rental income as
incurred.

Advertising Costs:

Advertising costs of approximately $86,000 in 1998 and $90,000 in 1997 were
charged to expense as incurred and are included in operating expenses.

Deferred Costs:

Deferred costs represent financing costs and lease commissions. Deferred
financing costs are amortized as interest expense over the lives of the related
loans, or expensed, if financing is not obtained. At December 31, 1998,
deferred financing costs totaled approximately $438,000 and are included in
other assets. At December 31, 1998, accumulated amortization of deferred
financing costs totaled approximately $281,000. Deferred leasing commissions
related to Gateway Park, which was sold on August 13, 1997, were amortized over
the life of the applicable lease. Such amortization was charged to operating
expense.

Segment Reporting:

In June 1997, the Financial Accounting Standards Board issued SFAS No. 131,
Disclosure about Segments of an Enterprise and Related Information, which is
effective for years beginning after December 15, 1997. SFAS No. 131 established
standards for the way that public business enterprises report information about
operating segments in annual financial statements and requires that those
enterprises report selected information about operating segments in interim
financial reports. It also establishes standards for related disclosures about
products and services, geographic areas, and major customers (see "Note J" for
required disclosures).

Income Taxes:

Taxable income or loss of the Partnership is reported in the income tax returns
of its partners. Accordingly, no provision for income taxes is made in the
financial statements of the Partnership.

Reclassifications:

Certain reclassifications have been made to the 1997 balances to conform to the
1998 presentation.

NOTE B - TRANSFER OF CONTROL

Pursuant to a series of transactions which closed on October 1, 1998 and
February 26, 1999, Insignia Financial Group, Inc. and Insignia Properties Trust
merged into Apartment Investment and Management Company, a publicly traded real
estate investment trust, with AIMCO being the surviving corporation (the
"Insignia Merger"). As a result, AIMCO ultimately acquired a 100% ownership
interest in Insignia Properties Trust ("IPT"), the entity which controls the
Managing General Partner. The Managing General Partner does not believe that
this transaction will have a material effect on the affairs and operations of
the Partnership.

NOTE C - TRANSACTIONS WITH AFFILIATED PARTIES

The Partnership has no employees and is dependent on its general partners and
their affiliates for the management and administration of all partnership
activities. The partnership agreement provides for certain payments to
affiliates for services and as reimbursement of certain expenses incurred by
affiliates on behalf of the Partnership.

The following transactions with affiliates of the Managing General Partner were
incurred during the years ended December 31, 1998 and 1997:

1998 1997

(in thousands)

Property management fees (included in operating

expenses) $293 $288

Reimbursement for services of affiliates

(included in operating, general and

administrative expenses, and investment

properties) (1) 135 147

Partnership management fee 222 67

(1)Included in "Reimbursements for services of affiliates" for the year ended
December 31, 1997, is approximately $4,000 in reimbursements for
construction oversight costs.

During the years ended December 31, 1998 and 1997, affiliates of the Managing
General Partner were entitled to 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 $293,000 and
$288,000 for the years ended December 31, 1998 and 1997, respectively.

An affiliate of the Managing General Partner received reimbursement of
accountable administrative expenses amounting to approximately $135,000 and
$147,000 for the years ended December 31, 1998 and 1997, respectively.

Pursuant to the Partnership Agreement, for managing the affairs of the
Partnership, the general partners are entitled to receive a Partnership
management fee equal to 10% of the Partnership's adjusted cash from operations
as distributed. Approximately $222,000 and $67,000 in Partnership management
fees are included in general and administrative expense for the years ended
December 31, 1998, and 1997, respectively.

For the period from January 1, 1997 to August 31, 1997, the Partnership insured
its properties under a master policy through an agency affiliated with the
Managing General Partner with an insurer unaffiliated with the Managing General
Partner. An affiliate of the Managing General Partner acquired, in the
acquisition of a business, certain financial obligations from an insurance
agency which was later acquired by the agent who placed the master policy. The
agent assumed the financial obligations to the affiliate of the Managing General
Partner who received payments on these obligations from the agent. The amount of
the Partnership's insurance premiums accruing to the benefit of the affiliate of
the Managing General Partner by virtue of the agent's obligations is not
significant.

In December 1997, affiliates of the Managing General Partner (the "Purchaser")
commenced a tender offer for limited partnership interests in the Partnership.
The Purchaser offered to purchase up to 20,000 of the outstanding units of
limited partnership interest in the Partnership, at $150.00 per Unit, net to the
seller in cash. As a result of the tender offer, the Purchaser acquired
2,925.57 units of limited partnership interest in the Partnership.

AIMCO currently owns, through its affiliates, a total of 29,566.62 limited
partnership units or 45.623%. Consequently, AIMCO could be in a position to
significantly influence all voting decisions with respect to the Registrant.
Under the Partnership Agreement, unitholders holding a majority of the Units
are entitled to take action with respect to a variety of matters. When
voting on matters, AIMCO would in all likelihood vote the Units it acquired
in a manner favorable to the interest of the Managing General Partner
because of their affiliation with the Managing General Partner.

Total cash distributed to the general partners in 1998 was approximately $70,000
representing the general partners' two percent interest in cash available for
distribution, which was from the proceeds received from the collection of the
Waverley Apartments note and from the Partnership's operations. On November 12,
1997, the general partners received a distribution of approximately $30,000
representing the general partners' two percent interest in cash available for
distributions, which was from the proceeds received on the sale of the
Partnership's Gateway Park property (see "Note E") and from the Partnership's
operations.

An affiliate fo the Managing General Partner has made available to the
Partnership a credit line of up to $150,000 per property owned by the
Partnership. The Partnership has no outstanding amounts due under this
line of credit. Based on present plans, the Managing General Partner does
not anticipate the need to borrow in the near future. Other than cash and
cash equivalents, the line of credit is the Partnership's only unused source
of liquidity.

NOTE D - MORTGAGE NOTES PAYABLE

The principle terms of mortgage notes payable are as follows:

Principal Monthly Principal

Balance At Payment Balance

December 31, Including Interest Maturity Due At

Property 1998 Interest Rate Date Maturity

(in thousands) (in thousands)

Torrey Pines $ 3,640 $ 33 9.88% 7/1/01 $ 3,552

St. Charleston 6,115 55 9.88% 7/1/01 5,967

Sun River 6,182 55 9.88% 7/1/01 6,032

$15,937 $ 143 $15,551

The mortgage notes payable are nonrecourse and are secured by pledge of the
Partnership's rental properties and by pledge of revenues from the respective
rental properties. All mortgage notes payable include prepayment penalties if
repaid prior to maturity. Further, the properties may not be sold subject to
exiting indebtedness.

Scheduled principal payments of mortgage notes payable subsequent to December
31, 1998, are as follows (in thousands):

1999 $ 143
2000 158
2001 15,636
Total $15,937

Amortization of deferred financing costs totaled approximately $63,000 and
$66,000 for the years ended December 31, 1998 and 1997, respectively.

NOTE E - DISPOSITION OF RENTAL PROPERTIES

On August 13, 1997, the Partnership sold Gateway Business Park located in
Dublin, California, to an unaffiliated third party for $2,600,000. After
repayment of the mortgage note payable and closing expenses, the net proceeds
received by the Partnership were approximately $903,000. For financial statement
purposes, the sale resulted in a gain of approximately $1,313,000. An
extraordinary loss of approximately $19,000 representing the write off of the
unamortized loan costs related to the payoff of the mortgage note payable has
been recorded.

In connection with the sale by the Partnership of its Waverley Apartments
property in 1987, the Partnership received only a note for $1,500,000 with a
July 1997 maturity date. The note was collected in September 1997, at which
time the Partnership recognized a gain on the sale. The total proceeds were
distributed to the partners in the first quarter of 1998 (see "Note F").

NOTE F - NOTE RECEIVABLE FROM PROPERTY SALE

In connection with the sale of the Waverley Apartments in 1987, the Partnership
received a note for $1,500,000 with a maturity date of July 1997. Previously,
the note was fully reserved due to uncertainty regarding collectibility. The
note receivable was, however, collected in September 1997, and, as a result,
reflected as a gain on sale of property on the consolidated statement of
operations for the year ended December 31, 1997.

NOTE G - INCOME TAXES

The Partnership files its tax return on an accrual basis and has computed
depreciation for tax purposes using accelerated methods, which are not in
accordance with generally accepted accounting principles. A reconciliation of
the net income per the financial statements to the net taxable income to
partners is as follows (in thousands, except unit data):

1998 1997

Net income as reported $ 119 $ 2,877
Add (deduct):
Collection of note receivable -- (1,500)
Interest income on notes receivable -- 104
Depreciation differences 267 300
Property dispositions - net -- (166)
Other 87 (16)

Federal taxable income $ 473 $ 1,599

Federal taxable income per limited
partnership unit $ 7.15 $ 24.18

The following is a reconciliation between the Partnership's reported amounts and
Federal tax basis of net assets and liabilities (in thousands):

Net deficit as reported $(2,987)
Differences resulted from:
Land and Buildings (393)
Accumulated Depreciation (4,356)
Syndication and Distribution Costs 6,749
Other 62

Net assets - Federal tax basis $ (925)

NOTE H - INVESTMENT PROPERTIES AND ACCUMULATED DEPRECIATION

Initial Cost

To Partnership

(in thousands)

Buildings Net Costs

and Related Capitalized

Personal Subsequent to

Description Encumbrances Land Property Acquisition

(in thousands) (in thousands)

Torrey Pines $ 3,640 $ 460 $ 4,595 $ 1,208

St. Charleston 6,115 751 7,322 1,730

Sun River 6,182 1,102 8,770 1,142

Total $15,937 $ 2,313 $20,687 $ 4,080

Gross Amount at Which Carried

At December 31, 1998

(in thousands)

Buildings

and Deprec-

Related Year of iable

Personal Accumulated Construc- Date Life-

Description Land Property Total Depreciation tion Acquired Years

(in thousands)

Torrey Pines $ 455 $ 5,808 $ 6,263 $ 3,489 1980 09/79 5-30 yrs.

St. Charleston 743 9,060 9,803 5,573 1980 09/79 5-30 yrs.

Sun River 1,090 9,924 11,014 5,903 1981 11/80 5-30 yrs.

Total $ 2,288 $24,792 $27,080 $14,965

Reconciliation of Investment Properties and Accumulated Depreciation:

Years Ended December 31,
1998 1997
(in thousands)

Investment Properties
Balance at beginning of year $ 26,659 $ 28,022
Property improvements 421 432
Dispositions -- (1,795)

Balance at end of year $ 27,080 $ 26,659

Accumulated Depreciation
Balance at beginning of year $ 14,074 $ 13,868
Additions charged to expense 891 921
Dispositions -- (715)

Balance at end of year $ 14,965 $ 14,074

The aggregate cost of the real estate for Federal income tax purposes at
December 31, 1998 and 1997, is approximately $26,687,000 and $26,266,000,
respectively. The accumulated depreciation taken for Federal income tax
purposes at December 31, 1998 and 1997, is approximately $19,321,000 and
$18,742,000, respectively.

NOTE I - DISTRIBUTIONS

NOTE J - SEGMENT INFORMATION

Description of the types of products and services from which the reportable
segment derives its revenues:

As defined by SFAS No. 131, "Disclosures about Segments of an Enterprise and
Related Information" the Partnership, for the year ended December 31, 1998, has
one reportable segment: residential properties. The Partnership, for the year
ended December 31, 1997, had two reportable segments: residential properties
and a commercial property. The Partnership's residential property segment
consists of three apartment complexes in two states in the United States. The
Partnership rents apartment units to people for terms that are typically twelve
months or less. The commercial property segment consisted of a business park
located in Dublin, California. This property leased space to a medical lab and
auto repair business at terms ranging from 12 months to five years. The
commercial property was sold during 1997.

Measurement of segment profit or loss:

The Partnership evaluates performance based on net income. The accounting
policies of the reportable segments are the same as those described in the
summary of significant accounting policies.

Factors management used to identify the Partnership's reportable segments:

The Partnership's reportable segments are investment properties that offer
different products and services. The reportable segments are each managed
separately because they provide distinct services with different types of
products and customers.

Segment information for the years 1998 and 1997 is shown in the tables below (in
thousands). The "Other" column includes partnership administration related
items and income and expense not allocated to the reportable segment.

1998
Residential Commercial Other Totals
Rental income $ 5,456 $ -- $ -- $ 5,456
Other income 298 -- 49 347
Interest expense 1,644 -- -- 1,644
Depreciation 891 -- -- 891
General and administrative expense -- -- 471 471
Segment profit (loss) 541 -- (422) 119
Total assets 13,528 -- 131 13,659
Capital expenditures for investment
properties 421 -- -- 421

1997
Residential Commercial Other Totals
Rental income $ 5,355 $ 217 $ -- $ 5,572
Other income 327 1 85 413
Interest expense 1,655 84 -- 1,739
Depreciation 890 31 -- 921
General and administrative expense -- -- 329 329
Gain on disposal of assets -- 1,313 1,500 2,813
Loss on extraordinary item -- (19) -- (19)
Segment profit 276 1,345 1,256 2,877
Total assets 15,141 6 1,849 16,996
Capital expenditures for investment
properties 432 -- -- 432

NOTE K - LEGAL PROCEEDINGS

In March 1998, several putative unit holders of limited partnership units of the
Partnership commenced an action entitled Rosalie Nuanes, et al. v. Insignia
Financial Group, Inc., et al. in the Superior Court of the State of California
for the County of San Mateo. The plaintiffs named as defendants, among others,
the Partnership, the Managing General Partner and several of their affiliated
partnerships and corporate entities. The complaint purports to assert claims on
behalf of a class of limited partners and derivatively on behalf of a number of
limited partnerships (including the Partnership) which are named as nominal
defendants, challenging the acquisition by Insignia and entities which were, at
the time, affiliates of Insignia ("Insignia Affiliates") of interests in certain
general partner entities, past tender offers by Insignia Affiliates to acquire
limited partnership units, the management of partnerships by Insignia
Affiliates, as well as a recently announced agreement between Insignia and
AIMCO. The complaint seeks monetary damages and equitable relief, including
judicial dissolution of the Partnership. On June 25, 1998, the Managing General
Partner filed a motion seeking dismissal of the action. In lieu of responding to
the motion, the plaintiffs have filed an amended complaint. The Managing
General Partner filed demurrers to the amended complaint which were heard during
February 1999. No ruling on such demurrers has been received. The Managing
General Partner does not anticipate that costs associated with this case, if
any, will be material to the Partnership's overall operations.

On July 30, 1998, certain entities claiming to own limited partnership interests
in certain limited partnerships whose general partners were, at the time,
affiliates of Insignia filed a complaint entitled Everest Properties, LLC, et.
al. v. Insignia Financial Group, Inc., et. al. in the Superior Court of the
State of California, County of Los Angeles. The action involves 44 real estate
limited partnerships (including the Partnership) in which the plaintiffs
allegedly own interests and which Insignia Affiliates allegedly manage or
control (the "Subject Partnerships"). This case was settled on March 3, 1999.
The Partnership is responsible for a portion of settlement costs. The expense
will not have a material effect on the Partnership's overall operations.

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

ITEM 8.CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE.

Effective November 10, 1998, the Registrant dismissed its prior Independent
Auditors Imowitz Koenig and Company LLP ("Imowitz"). Imowitz' Independent
Auditor's Report on Registrant's financial statements for calendar year ended
December 31, 1997 did not contain an adverse opinion or a disclaimer of opinion,
and was not qualified or modified as to uncertainty, audit scope or accounting
principles. The decision to change Independent Auditors was approved by the
Managing General Partner's Directors. During the calendar year ended 1997 and
through November 10, 1998, there were no disagreements between the Registrant
and Imowitz on any matter of accounting principles or practices, financial
statement disclosure, or auditing scope of procedure which disagreements if not
resolved to the satisfaction of Imowitz, would have caused it to make references
to the subject matter of the disagreements in connection with its reports.

Effective November 24, 1998, Registrant engaged Ernst & Young LLP as its
Independent Auditors. During the last two calendar years and through November
10, 1998, the Registrant did not consult Ernst and Young LLP regarding any of
the matters or events set forth in Item 304(a)(2)(i) and (ii) of Regulation S-B.

PART III

ITEM 9.DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS, COMPLIANCE
WITH SECTION 16(A) OF THE EXCHANGE ACT.

Century Properties Fund XIV (the "Partnership" or the "Registrant") does not
have any officers or directors. The managing general partner of the
Partnership, Fox Capital Management Corporation ("FCMC" or the "Managing General
Partner"), manages and controls substantially all of the Partnership's affairs
and has general responsibility and ultimate authority in all matters affecting
its business.

The names of the directors and executive officers of the Managing General
Partner, their ages and nature of all positions with FCMC presently held by them
are as follows:

Name Age Position

Patrick J. Foye 41 Executive Vice President and Director

Timothy R. Garrick 42 Vice President _ Accounting and Director

Patrick J. Foye has been Executive Vice President and Director of the Managing
General Partner since October 1, 1998. Mr. Foye has served as Executive Vice
President of AIMCO since May 1998. Prior to joining AIMCO, Mr. Foye was a
partner in the law firm of Skadden, Arps, Slate, Meagher & Flom LLP from 1989 to
1998 and was Managing Partner of the firm's Brussels, Budapest and Moscow
offices from 1992 through 1994. Mr. Foye is also Deputy Chairman of the Long
Island Power Authority and serves as a member of the New York State
Privatization Council. He received a B.A. from Fordham College and a J.D. from
Fordham University Law School.

Timothy R. Garrick has served as Vice President-Accounting of AIMCO and Vice
President-Accounting and Director of the Managing General Partner since October
1, 1998. Prior to that date, Mr. Garrick served as Vice President-Accounting
Services of Insignia Financial Group since June of 1997. From 1992 until June
of 1997, Mr. Garrick served as Vice President of Partnership Accounting and from
1990 to 1992 as an Asset Manager for Insignia Financial Group. From 1984 to
1990, Mr. Garrick served in various capacities with U.S. Shelter Corporation.
From 1979 to 1984, Mr. Garrick worked on the audit staff of Ernst & Whinney.
Mr. Garrick received his B.S. Degree from the University of South Carolina and
is a Certified Public Accountant.

ITEM 10. EXECUTIVE COMPENSATION.

No direct form of compensation or remuneration was paid by the Partnership to
any officers or director of the Managing General Partner. The Partnership has
no plan, nor does the Partnership presently propose a plan, which will result in
any remuneration being paid to any officers or director upon termination of
employment. However, reimbursements and other payments have been made to the
Partnership's Managing General Partner and its affiliates, as described in "Item
12. Certain Relationships and Related Transactions" below.

ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.

The following table sets forth certain information regarding limited partnership
units of the Partnership owned by each person or entity which is known by the
Partnership to own beneficially or exercise voting or dispositive control over
more than 5% of the Partnership's limited partnership units, by each of the
Managing General Partner's directors and by all directors and executive officers
of the Managing General Partner as a group as of December 31, 1998:

Name and address of
Beneficial Owner Number of Units Percentage of Class

Riverside Drive LLC (1) 26,610.05 41.061%

Insignia Properties LP (1) 31.00 .048%

Madison River Properties LLC (1) 2,925.57 4.514%

(1) Entity is indirectly ultimately owned by AIMCO. Its business address is 55
Beattie Place, Greenville, South Carolina 29601.

In December 1997, affiliates of the Managing General Partner (the "Purchaser")
commenced a tender offer for limited partnership interests in the Partnership.
The Purchaser offered to purchase up to 20,000 of the outstanding units of
limited partnership interest in the Partnership, at $150.00 per Unit, net to the
seller in cash. As a result of the tender offer, the Purchaser acquired 2,926
units of limited partnership interest in the Partnership.

As a result of its ownership of 29,566.62 (45.623%) limited partnership
units through its affiliates, AIMCO could be in a position to significantly
influence all voting decisions with respect to the Partnership. Under the
Partnership Agreement, unitholders holding a majority of the Units are entitled
to take action with respect to a variety of matters. When voting on matters,
AIMCO would in all likelihood vote the Units it acquired in a manner favorable
to the interest of the Managing General Partner because of its affiliation with
the Managing General Partner. However, Riverside has agreed for the benefit of
non-tendering unitholders that it will vote its Units: (i) against any proposal
to increase the fees and other compensation payable by the Partnership to the
Managing General Partner and any of its affiliates; and (ii) with respect to any
proposal made by the Managing General Partner or any of its affiliates, in
proportion to votes cast by other unitholders. Except for the foregoing, no
other limitations are imposed on Riverside's right to vote each Unit acquired.

ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.

No transactions have occurred between the Partnership and any officer or
director of the Managing General Partner.

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

The following transactions with affiliates of the Managing General Partner were
incurred during the years ended December 31, 1998 and 1997:

1998 1997

(in thousands)

Property management fees $293 $288

Reimbursements for services of affiliates (1) 135 147

Partnership management fee 222 67

(1)Included in "Reimbursements for services of affiliates" for the year ended
December 31, 1997, is approximately $4,000, in reimbursements for
construction oversight costs.

An affiliate of the Managing General Partner received reimbursements of
accountable administrative expenses amounting to approximately $135,000 and
$147,000 for the years ended December 31, 1998 and 1997, respectively.

Pursuant to the Partnership Agreement, for managing the affairs of the
Partnership, the general partners are entitled to receive a partnership
management fee equal to 10% of the Partnership's adjusted cash from operations
as distributed. Approximately $222,000 and $67,000 in partnership management
fees are included in general and administrative expense for the years ended
December 31, 1998, and 1997, respectively.

In accordance with the Partnership Agreement, the general partners were
allocated their two percent continuing interest in the Partnership's net income
and taxable income. Gains from dispositions of Partnership properties were
allocated first to the general partners to the extent of the deficit in their
capital accounts at the time of the dispositions, then two percent of the
remainder after allocation to the limited partners to the extent of the deficit
in their capital accounts.

ITEM 13. EXHIBITS AND REPORTS ON FORM 8-K.

(a)Exhibits:

See Exhibit Index contained herein.

(b)Reports of Form 8-K filed during the fourth quarter of 1998:

Current Report on Form 8-K dated October 1, 1998 and filed on October 16,
1998, disclosing change in control of Registrant from Insignia Financial
Group, Inc. to AIMCO.

Current Report on Form 8-K dated November 10, 1998 and filed on November 16,
1998, disclosing the dismissal of Imowitz Koenig & Co., LLP as the
Registrant's certifying accountant.

Current Report on Form 8-K dated and filed on December 9, 1998, disclosing
appointment of Ernst & Young, LLP as certifying accountants for the year
ended December 31, 1998.

SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

CENTURY PROPERTIES FUND XIV

By: FOX CAPITAL MANAGEMENT CORPORATION
Its Managing General Partner

By: /s/ Patrick J. Foye
Patrick J. Foye
Executive Vice President

By: /s/ Timothy R. Garrick
Timothy R. Garrick
Vice President - Accounting

Date: March 30, 1999

In accordance with the Exchange Act, this report has been signed below by the
following persons on behalf by the registrant and in the capacities and on the
date indicated.

Signature/Name Title Date

/s/ Patrick J. Foye Executive Vice President March 30, 1999
Patrick J. Foye and Director

/s/ Timothy R. Garrick Vice President _ Accounting March 30, 1999
Timothy R. Garrick and Director

CENTURY PROPERTIES FUND XIV
EXHIBIT INDEX

Exhibit Number Description of Exhibit

2.1 NPI, Inc. Stock Purchase Agreement, dated as of August 17, 1995,
incorporated by reference to the Partnership's Current Report on
Form 8-K dated August 17, 1995.

2.2 Partnership Units Purchase Agreement dated as of August 17, 1995,
incorporated by reference to Exhibit 2.1 to Form 8-K filed by
Insignia Financial Group, Inc. ("Insignia") with the Securities
and Exchange Commission on September 1, 1995.

2.3 Management Purchase Agreement dated as of August 17, 1995,
incorporated by reference to Exhibit 2.2 to Form 8-K filed by
Insignia with the Securities and Exchange Commission on September
1, 1995.

2.4 Limited Liability Company Agreement of Riverside Drive L.L.C.,
dated as of August 17, 1995 incorporated by reference to Exhibit
2.4 to Form 8-K filed by Insignia with the Securities and
Exchange Commission on September 1, 1995.

2.5 Master Indemnity Agreement dated as of August 17, 1995,
incorporated by reference to Exhibit 2.5 to Form 8-K filed by
Insignia with the Securities and Exchange Commission on September
1, 1995.

2.6 Agreement and Plan of Merger, dated as of October 1, 1998, by and
between AIMCO and IPT; incorporated by reference to Registrant's
Current Report on Form 8-K dated October 1, 1998 (filed as
Exhibit 2.1).

3.4 Agreement of Limited Partnership, incorporated by reference to
Exhibit A to the Prospectus of the Partnership dated September
11, 1978, and thereafter supplemented, included in the
Partnership's Registration Statement on Form S-11 (Reg. No. 2-
61526).

10.1 Purchase and Sale Agreement between Registrant and St. Michael
Investments dated August 13, 1997, incorporated by reference to
Exhibit 10.1 to Form 8-K filed with the Securities and Exchange
Commission on August 27, 1997.

27 Financial Data Schedule.

16 Letter dated November 11, 1998 from the Registrant's former
independent accountants regarding its concurrence with the
statements made by the Registrant; incorporated by reference to
the Registrant's Current Report on Form 8-K dated November 10,
1998.

</TABLE>

<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from Century
Properties Fund XIV 1998 Year-End 10-KSB and is qualified in its entirety by
reference to such 10-KSB filing.
</LEGEND>
<CIK> 0000278128
<NAME> CENTURY PROPERTIES FUND XIV
<MULTIPLIER> 1,000

<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> DEC-31-1998
<CASH> 716
<SECURITIES> 0
<RECEIVABLES> 498
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0<F1>
<PP&E> 27,080
<DEPRECIATION> (14,965)
<TOTAL-ASSETS> 13,659
<CURRENT-LIABILITIES> 0<F1>
<BONDS> 15,937
0
0
<COMMON> 0
<OTHER-SE> (2,987)
<TOTAL-LIABILITY-AND-EQUITY> 13,659
<SALES> 0
<TOTAL-REVENUES> 5,803
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 5,684
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 1,644
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 119
<EPS-PRIMARY> 1.80<F2>
<EPS-DILUTED> 0
<FN>
<F1>Registrant has an unclassified balance sheet.
<F2>Multiplier is 1.
</FN>

</TABLE>