UNITED STATES SECURITIES AND EXCHANGE COMMISSION

~~SECURITIES~~WASHINGTON, ~~AND~~DC ~~EXCHANGE~~20549 ~~COMMISSION~~

Washington, D.C. 20549

FORM 8-K

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

~~Pursuant~~Date of toReport ~~Section~~(Date 13of ~~or 15(d~~earliest event reported): ofSeptember 13, ~~the~~2010

~~Securities~~CONSOLIDATED ~~Exchange~~CAPITAL ~~Act~~INSTITUTIONAL ofPROPERTIES, LP ~~1934~~

~~Date of Report~~ (~~Date~~Exact name of ~~earliest~~ ~~event~~registrant ~~reported)~~as ~~May~~specified ~~17,~~in ~~2010~~its charter)

CONSOLIDATED CAPITAL INSTITUTIONAL PROPERTIES, LP


DELAWARE	1-10831	94-2744492
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)

(Exact name of Registrant as specified in its charter)


55 BEATTIE PLACE
POST OFFICE BOX 1089
GREENVILLE, SOUTH CAROLINA		29602
(Address of principal executive offices)		(Zip Code)

Delaware	0-10831	94-2744492
(State or other jurisdiction	(Commission	(I.R.S. Employer
of incorporation)	File Number)	Identification Number)

Registrant’s telephone number, including area code (864) 239-1000

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the 55filing ~~Beattie~~obligation ~~Place~~of the registrant under any of the following provisions (see General Instruction A.2. below):

~~Post~~þ ~~Office~~Written ~~Box 1089~~communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

~~Greenville,~~ITEM ~~South~~1.01. ~~Carolina~~Entry ~~29602~~into a Material Definitive Agreement

On September 13, 2010, Consolidated Capital Institutional Properties, LP, a Delaware limited partnership (~~Address~~“CCIP”), entered into an agreement and plan of ~~principal~~merger (the “Merger Agreement”) with ~~executive~~Aimco ~~offices~~Properties, L.P., a Delaware limited partnership (“Aimco OP”) and Aimco CCIP Merger Sub LLC, a Delaware limited liability company of which Aimco OP is the sole member (the “Merger Subsidiary”), pursuant to which the Merger Subsidiary will be merged with and into CCIP, with CCIP as the surviving entity.

In the merger, each Series A Unit of CCIP outstanding immediately prior to the consummation of the merger, except those held by limited partners who perfect their appraisal rights pursuant to the Merger Agreement, will be converted into the right to receive, at the election of the limited partner, either (~~864~~i) ~~239-1000~~$4.31 in cash (the “Cash Consideration”) or (ii) a number of partnership common units of Aimco OP calculated by dividing $4.31 by the average closing price of Apartment Investment and Management Company common stock, as reported on the New York Stock Exchange, over the ten consecutive trading days ending on the second trading day immediately prior to the effective time of the merger (the “OP Unit Consideration”). However, if Aimco OP determines that the law of the state or other jurisdiction in which a limited partner resides would prohibit the issuance of partnership common units of Aimco OP in that state or jurisdiction (or that registration in that state or other jurisdiction would be prohibitively costly), then such limited partner will only be entitled to receive the Cash Consideration for each Series A Unit. Those limited partners who do not make an election will be deemed to have elected to receive cash.

~~(Registrant~~ In the merger, Aimco OP’s ~~telephone~~membership interest in the Aimco Subsidiary will be converted into ~~number)~~CCIP Series A Units. As a result, after the merger, Aimco OP will be the sole limited partner in CCIP, holding all outstanding Series A Units. ConCap Equities, Inc. will continue to be the sole general partner of CCIP after the merger, and CCIP’s partnership agreement in effect immediately prior to the merger will remain unchanged after the merger.

~~Check~~ Completion of the ~~appropriate~~merger ~~box~~is ~~below~~subject ifto ~~the~~certain ~~Form~~conditions, ~~8-K~~including ~~filing~~approval isby ~~intended~~a tomajority ~~simultaneously~~in ~~satisfy~~interest of the ~~filing~~Series A ~~obligations~~Units. As of ~~the~~September 10, ~~registrant~~2010, ~~under~~CCIP ~~any~~had issued and outstanding 199,030.2 Series A Units, and Aimco OP and its affiliates owned 152,648.05 of those units, or approximately 76.7% of the ~~following~~number of outstanding units. Aimco OP and its affiliates have indicated that they ~~provisions:~~intend to take action by written consent to approve the merger.

[ The ~~] Written~~foregoing ~~communications pursuant~~summary toof ~~Rule~~the ~~425~~Merger ~~under~~Agreement is qualified in its entirety by reference to the Merger ~~Securities~~Agreement, ~~Act~~which ~~(17~~is ~~CFR~~attached ~~230~~hereto as Exhibit 10.~~425)~~1 and incorporated herein by reference.

[Additional ~~] Soliciting~~Information ~~material~~for ~~pursuant~~Investors: ~~to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)~~

[ This ~~] Pre-commencement communications~~communication ~~pursuant~~does not constitute an offer to ~~Rule~~sell ~~14d-2(b)~~or ~~under~~the solicitation of an offer to buy any securities. Aimco OP and Apartment Investment and Management Company will file with the Securities and Exchange ~~Act~~Commission ~~(17~~a ~~CFR~~registration statement on Form S-4 that will include an ~~240~~information statement of CCIP relating to the transaction, which will also constitute a prospectus of Aimco OP and Apartment Investment and Management Company.~~14d-2(b))~~ INVESTORS ARE URGED TO READ THE INFORMATION STATEMENT/PROSPECTUS WHEN IT BECOMES AVAILABLE BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION REGARDING THE TRANSACTION.

[ The ~~] Pre-commencement communications~~information ~~pursuant~~statement/prospectus toand ~~Rule~~other ~~13e-4(c)~~documents ~~under~~which will be filed with the Securities and Exchange ~~Act~~Commission ~~(17~~will ~~CFR~~be available free of charge at the SEC’s website, ~~240~~www.~~13e-4~~sec.gov. You may request a copy of these filings, at no cost, by writing or calling Apartment Investment and Management Company at the following address and telephone number: ISTC Corporation, P.O. Box 2347, Greenville, South Carolina 29602; telephone number (c864)) 239-1029.

~~Item~~ITEM 19.01. ~~Entry~~Financial ~~into~~Statements aand ~~Material Definitive Agreement~~Exhibits.

~~Consolidated Capital Institutional Properties, LP, a Delaware limited partnership~~ (~~the “Registrant”~~d)~~, owns a 100% interest in CCIP Sterling, L.P., a Pennsylvania limited partnership (“CCIP Sterling”), which owns~~ The ~~Sterling~~ ~~Apartment~~following ~~Homes~~exhibits ~~and~~are ~~Commerce~~filed ~~Center~~with ,this ~~a multiple-use facility~~report ~~consisting of apartment units and commercial space located in Philadelphia, Pennsylvania.~~

On May 17, 2010 (the “Effective Date”), CCIP Sterling and two other affiliated partnerships also located in Philadelphia, Pennsylvania (together the “Partnerships”) entered into an Agreement Regarding Grant Funds (the “Agreement”) with an affiliated property manager, OP Property Management, LLC, a Delaware limited liability company (the “Manager”) to facilitate a grant to the Partnerships in the maximum amount of $1,087,500 from the Pennsylvania Department of Environmental Protection, Office of Energy and Technology Department (“DEP”). The purpose of the grant is to assist in funding the installation of co-generation plants at each of the Partnership’s properties. Pursuant to the Agreement, the Manager has agreed to disburse the grant received from the DEP to the Partnerships. The amount of the grant allocated to CCIP Sterling is $498,000.


Exhibit Number		Description
10.1		Agreement and Plan of Merger, dated September 13, 2010, by and among Consolidated Capital Institutional Properties, LP, Aimco Properties, L.P. and Aimco CCIP Merger Sub LLC.

~~Item 9.01 Financial Statements and Exhibits~~SIGNATURE

~~(c) Exhibits~~ Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

10.82 Agreement Regarding Grant Funds by and among OP Property Management, LLC, a Delaware limited liability company , University Plaza Associates, a Pennsylvania limited partnership, CCIP Sterling, L.P., a Pennsylvania limited partnership and AIMCO Chestnut Hall Limited Partnership, a Delaware limited partnership, dated May 17, 2010.


	CONSOLIDATED CAPITAL INSTITUTIONAL PROPERTIES, LP.

Date: September 13, 2010	By:	CONCAP EQUITIES, INC. General Partner

	By	/s/ Stephen B. Waters Stephen B. Waters
		Senior Director

SIGNATURE

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

CONSOLIDATED CAPITAL INSTITUTIONAL PROPERTIES, LP

By: CONCAP EQUITIES, INC.

General Partner

By: /s/Stephen B. Waters

Stephen B. Waters

Senior Director of Partnership Accounting

Date: May 21, 2010

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