SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

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SCHEDULE TO/A

(Rule 14d-100)
TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1)
OF THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)

CONSOLIDATED CAPITAL GROWTH FUND
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(Name of Subject Company (Issuer))

AIMCO PROPERTIES, L.P. - OFFEROR
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(Names of Filing Persons (Identifying Status as Offeror, Issuer or Other Person)

LIMITED PARTNERSHIP UNITS
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(Title of Class of Securities)

NONE
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(CUSIP Number of Class of Securities)

Patrick J. Foye
Executive Vice President
Apartment Investment and Management Company
Colorado Center, Tower Two
2000 South Colorado Boulevard, Suite 2-1000
Denver, Colorado 80222
(303) 757-8081
- --------------------------------------------------------------------------------
(Name Address and Telephone Number of Person
Authorized to Receive Notices and Communications on Behalf of Filing Persons)

Copy To:
Gregory M. Chait
Robert Barker
Powell, Goldstein, Frazer & Murphy LLP
191 Peachtree Street, N.E., Sixteenth Floor
Atlanta, Georgia 30303
(404) 572-6600

CALCULATION OF FILING FEE

<Table>
<Caption>
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Transaction Valuation* Amount of Filing Fee**
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$2,123,064 $195.32
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</Table>

* For purposes of calculating the fee only.

** Previously paid.

[ ] Check the box if any part of the fee is offset as provided by Rule
0-11(a)(2) and identify the filing with which the offsetting fee was
previously paid. Identify the previous filing by registration statement
number, or the Form or Schedule and the date of its filing.

Amount Previously Paid: Filing Party:
---------------- -------------------

Form or Registration No.: Date Filed:
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[ ] Check the box if the filing relates solely to preliminary communications
made before the commencement of a tender offer.

Check the appropriate boxes below to designate any transactions to which
the statement relates:

<Table>

[X] third-party tender offer subject to Rule 14d-1. [ ] going-private transaction subject to Rule 13e-3.

[ ] issuer tender offer subject to Rule 13e-4. [ ] amendment to Schedule 13D under Rule 13d-2.
</Table>

Check the following box if the filing is a final amendment reporting the
results of the tender offer: [ ]

TENDER OFFER STATEMENT

This amendment amends the Tender Offer Statement on Schedule TO filed by
AIMCO Properties, L.P., a Delaware limited partnership ("AIMCO Properties"), in
connection with its tender offer to purchase outstanding units of limited
partnership interest of Consolidated Capital Growth Fund, a California limited
partnership, at a price of $120.00 per unit in cash, subject to the conditions
set forth in the Offer to Purchase, dated August 20, 2002 (the "Offer to
Purchase"), and in the related Letter of Transmittal and Acknowledgment and
Agreement, which, as amended and supplemented from time to time, together
constitute the tender offer. Copies of the Offer to Purchase, Letter of
Transmittal and Acknowledgment and Agreement are filed with this Schedule TO as
Exhibits (a)(1), (a)(2) and (a)(3), respectively. The item numbers and responses
thereto below are in accordance with the requirements of Schedule TO.

On September 17, 2002, AIMCO Properties mailed a letter to the holders of
units of Consolidated Capital Growth Fund, announcing that it was extending the
expiration date of the offer from midnight New York time on September 17, 2002,
to midnight New York time September 27, 2002. A copy of that letter is filed
with this Schedule TO as Exhibit (a)(7).

ITEM 1. SUMMARY TERM SHEET.

The information set forth under "Summary Term Sheet" in the Offer to
Purchase is incorporated herein by reference.

The bullet point entitled "No General Partner Recommendation" is hereby
replaced in its entirety with the following:

o NO GENERAL PARTNER RECOMMENDATION. The general partner makes no
recommendation as to whether you should tender or refrain from
tendering your units, and each limited partner should make his or her
own decision whether or not to tender. See "The Offer--Section 10.
Position of the General Partner of your Partnership with respect to
the Offer." Your general partner does not believe that selling all or
substantially all of the Properties or liquidating the partnership
would be in the best interest of the unitholders. See "The
Offer--Section 9. Background and Reasons for the Offer."

ITEM 2. SUBJECT COMPANY INFORMATION.

(a) - (c) The information set forth under "THE OFFER--Section 13. Certain
Information Concerning Your Partnership" in the Offer to Purchase is
incorporated herein by reference.

ITEM 3. IDENTITY AND BACKGROUND OF FILING PERSON.

(a) - (c) This Schedule TO is being filed by AIMCO Properties. AIMCO-GP,
Inc., a Delaware corporation ("AIMCO-GP"), is the general partner of AIMCO
Properties and a wholly owned subsidiary of Apartment Investment and Management
Company ("AIMCO"). The

principal business of AIMCO, AIMCO-GP and AIMCO Properties is the ownership,
acquisition, development, expansion and management of multi-family apartment
properties. The business address of AIMCO Properties is 2000 South Colorado
Boulevard, Suite 2-1000, Denver, Colorado 80222, and its telephone number is
(303) 757-8101.

The information set forth under "THE OFFER--Section 8. Information
Concerning Us and Certain of Our Affiliates" in the Offer to Purchase is
incorporated herein by reference.

During the past five years, none of AIMCO, AIMCO-GP or AIMCO Properties,
nor, to the best of their knowledge, any of the persons listed in Annex I to the
Offer to Purchase (i) has been convicted in a criminal proceeding (excluding
traffic violations or similar misdemeanors) or (ii) was a party to a civil
proceeding of a judicial or administrative body of competent jurisdiction and as
a result of such proceeding was or is subject to a judgment, decree or final
order enjoining future violations of, or prohibiting activities subject to,
federal or state securities laws, or finding any violation with respect to such
laws.

ITEM 4. TERMS OF THE TRANSACTION.

(a) The information set forth under "SUMMARY TERM SHEET" and "THE OFFER" in
the Offer to Purchase and the information set forth in the related Letter of
Transmittal is incorporated herein by reference.

On September 17, 2002, AIMCO Properties announced that it was extending the
offer period until midnight New York time, on September 27, 2002, and mailed a
letter to each holder of units in Consolidated Capital Growth Fund, a copy of
which is attached hereto as Exhibit (a)(7). AIMCO Properties reserves the right
to further extend the offer, to amend the offer or to terminate the offer, in
each case in its discretion and in accordance with the terms of the Offer to
Purchase, as amended.

AIMCO Properties is seeking to acquire the maximum amount of units allowed
to be purchased under the partnership agreement, given its prohibition on
transferring units that exceed 50% of all transfers during the preceding twelve
months. Approximately 1.4% of the units of the partnership have been transferred
in the preceding 12 months.

The subsection entitled "Determination of Validity; Rejection of Units;
Waiver of Defects; No Obligation to Give Notice of Defects" in Section 3.
Procedure for Tendering Units is hereby replaced in its entirety by the
following:

All questions as to the validity, form, eligibility (including time of
receipt) and acceptance for payment of any tender of units pursuant to our
offer will be determined by us, in our reasonable discretion, which
determination shall be final and binding on all parties. We reserve the
absolute right to reject any or all tenders of any particular unit
determined by us not to be in proper form or if the acceptance of or
payment for that unit may, in the opinion of our counsel, be unlawful. We
also reserve the absolute right to waive any defect or irregularity

in any tender with respect to any particular unit of any particular limited
partner, and to waive or amend any of the conditions of the offer that we
are legally permitted to waive as to the tender of any particular unit,
provided that if we waive any condition with respect to one unit, we will
waive such condition as to all units. Our interpretation of the terms and
conditions of the offer (including the acknowledgment and agreement and the
letter of transmittal) will be final and binding on all parties. No tender
of units will be deemed to have been validly made unless and until all
defects and irregularities have been cured or waived. Neither we, the
Information Agent, nor any other person will be under any duty to give
notification of any defects or irregularities in the tender of any unit or
will incur any liability for failure to give any such notification.

The fifth bullet point under "The Offer - Section 13. Conditions of the
Offer" is hereby modified in its entirety to read:

o your partnership shall have, due to events beyond our direct or
indirect control, (i) changed, or authorized a change of, the units or
your partnership's capitalization, (ii) issued, distributed, sold or
pledged, or authorized, proposed or announced the issuance,
distribution, sale or pledge of (A) any equity interests (including,
without limitation, units), or securities convertible into any such
equity interests or any rights, warrants or options to acquire any
such equity interests or convertible securities, or (B) any other
securities in respect of, in lieu of, or in substitution for units
outstanding on the date hereof, (iii) purchased or otherwise acquired,
or proposed or offered to purchase or otherwise acquire, any
outstanding units or other securities, (iv) declared or paid any
dividend or distribution on any units or issued, authorized,
recommended or proposed the issuance of any other distribution in
respect of the units, whether payable in cash, securities or other
property, (v) authorized, recommended, proposed or announced an
agreement, or intention to enter into an agreement, with respect to
any merger, consolidation, liquidation or business combination, any
acquisition or disposition of a material amount of assets or
securities, or any release or relinquishment of any material contract
rights, or any comparable event, not in the ordinary course of
business, (vi) taken any action to implement such a transaction
previously authorized, recommended, proposed or publicly announced,
(vii) issued, or announced its intention to issue, any debt
securities, or securities convertible into, or rights, warrants or
options to acquire, any debt securities, or incurred, or announced its
intention to incur, any debt other than in the ordinary course of
business and consistent with past practice, (viii) authorized,
recommended or proposed, or entered into, any transaction which, in
our reasonable judgment, has or could have an adverse affect on the
value of your partnership or the units, (ix) proposed, adopted or
authorized any amendment of its organizational documents, (x) agreed
in writing or otherwise to take any of the foregoing actions or (xi)
been notified that any debt of your partnership or any of its
subsidiaries secured by any of its or their assets is in default or
has been accelerated;

ITEM 5. PAST CONTACTS, TRANSACTIONS, NEGOTIATIONS AND AGREEMENTS.

(a) and (b) The information set forth under "SUMMARY TERM SHEET--Conflicts
of Interest," "THE OFFER--Section 9. Background and Reasons for the Offer" and
"THE OFFER--Section 11. Conflicts of Interest and Transactions with Affiliates"
in the Offer to Purchase is incorporated herein by reference.

ITEM 6. PURPOSES OF THE TRANSACTION AND PLANS OR PROPOSALS.

(a), (c)(1) - (7) The information set forth under "SUMMARY TERM SHEET--The
Offer, "THE OFFER--Section 9. Background and Reasons for the Offer" and "The
Offer--Section 12. Future Plans of the Purchaser" in the Offer to Purchase is
incorporated herein by reference.

ITEM 7. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.

(a), (b) and (d) The information set forth under "SUMMARY TERM
SHEET--Availability of Funds," "THE OFFER--Section 15. Source of Funds" and "THE
OFFER--Section 19. Fees and Expenses" in the Offer to Purchase is incorporated
herein by reference.

ITEM 8. INTEREST IN SECURITIES OF THE SUBJECT COMPANY.

The information set forth under "THE OFFER--Certain Information Concerning
Your Partnership" in the Offer to Purchase is incorporated herein by reference.

ITEM 9. PERSONS/ASSETS, RETAINED, EMPLOYED, COMPENSATED OR USED.

The information set forth under "THE OFFER--Section 19. Fees and Expenses"
in the Offer to Purchase is incorporated herein by reference.

ITEM 10. FINANCIAL STATEMENTS.

(a) The financial statements included in AIMCO Properties' Annual Report on
Form 10-K for the year ended December 31, 2001, which are listed on the Index to
Financial Statements on page F-1 of such report, and the unaudited financial
statements for the six months ended June 30, 2002 and June 30, 2001 set forth in
Part I, Item 1 of AIMCO Properties' Quarterly Report on Form 10-Q for the
quarter ended June 30, 2002, are incorporated herein by reference. Such reports
may be inspected at the Securities and Exchange Commission's public reference
room in Washington, D.C. A copy can also be obtained from the Commission's web
site at www.sec.gov.

(b) Not Applicable.

ITEM 11. ADDITIONAL INFORMATION.

The information set forth in the Offer to Purchase and in the related
Letter of Transmittal is incorporated herein by reference.

The Risk Factor entitled "Continuation of the partnership; no time frame
regarding sale of partnership interests" is hereby supplemented by adding the
following new paragraph as the second paragraph:

Your general partner is of the view that the partnership agreement would
not permit a liquidation of the partnership prior to the sale of all of the
properties owned by your partnership. A liquidation prior to the sale of
the properties would expose the limited partners to additional and
unwarranted liabilities. For the reasons set forth above, your general
partner is of the opinion that a sale of the properties would not be in the
best interests of the limited partners.

"Section 9. Background and Reasons for the Offer - Alternatives Considered
by your General Partner" is hereby supplemented by adding the same paragraph
listed above.

ITEM 12. EXHIBITS.

(a)(1) Offer to Purchase limited partnership units of Consolidated Capital
Growth Fund, dated August 20, 2002. (Previously filed)

(a)(2) Letter of Transmittal and related instructions, dated August 20, 2002
(included as Annex II to the Offer to Purchase attached as Exhibit
(a)(1)).

(a)(3) Acknowledgement and Agreement, dated August 20, 2002. (Previously
filed)

(a)(4) Letter, dated August 20, 2002, from AIMCO Properties to the limited
partners of Consolidated Capital Growth Fund. (Previously filed)

(a)(5) Annual Report of AIMCO Properties for the year ended December 31, 2001
filed on Form 10-K405 on April 1, 2002 is incorporated herein by
reference.

(a)(6) Quarterly Report of AIMCO Properties for the period ended June 30, 2002
filed on Form 10-Q on August 14, 2002 is incorporated herein by
reference.

(a)(7) Letter, dated September 17, 2002, from AIMCO Properties, L.P., to the
limited partners of Consolidated Capital Growth Fund.

(b)(1) Fourth Amended and Restated Credit Agreement, dated as of March 11,
2002, by and among AIMCO Properties, AIMCO/Bethesda Holdings, Inc., NHP
Management Company, Bank of America, N.A., Fleet National Bank, First
Union National Bank, and the other financial institutions party thereto
(Exhibit 10.29 to

AIMCO's Annual Report on Form 10-K for the year ended December 31, 2001
is incorporated herein by reference).

(b)(2) Second Amendment to Fourth Amended and Restated Credit Agreement, dated
as of August 2, 2002, by and among Apartment Investment and Management
Company, AIMCO Properties, L.P., AIMCO/Bethesda Holdings, Inc., NHP
Management Company, Bank of America, N.A. and the Lenders listed
therein (Exhibit 10.2 to AIMCO's Quarterly Report on Form 10-Q for the
quarterly period ended June 30, 2002 is incorporated herein by
reference).

(d) Not applicable

(g) None.

(h) None.

ITEM 13. INFORMATION REQUIRED BY SCHEDULE 13E-3.

Not Applicable.

SIGNATURE

After due inquiry and to the best of its knowledge and belief, the
undersigned hereby certifies that the information set forth in this statement is
true, complete and correct.

Dated: September 17, 2002
AIMCO PROPERTIES, L.P.

By: AIMCO-GP, INC.
(General Partner)

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

EXHIBIT INDEX

<Table>
<Caption>
EXHIBIT NO. DESCRIPTION
- ----------- -----------

(a)(1) Offer to Purchase limited partnership units of Consolidated
Capital Growth Fund, dated August 20, 2002. (Previously filed)

(a)(2) Letter of Transmittal and related instructions, dated August 20,
2002 (included as Annex II to the Offer to Purchase attached as
Exhibit (a)(1)).

(a)(3) Acknowledgement and Agreement, dated August 20, 2002.
(Previously filed)

(a)(4) Letter, dated August 20, 2002, from AIMCO Properties to the
limited partners of Consolidated Capital Growth Fund.
(Previously filed)

(a)(5) Annual Report of AIMCO Properties for the year ended December
31, 2001 filed on Form 10-K405 on April 1, 2002 is incorporated
herein by reference.

(a)(6) Quarterly Report of AIMCO Properties for the period ended June
30, 2002 filed on Form 10-Q on August 14, 2002 is incorporated
herein by reference.

(a)(7) Letter, dated September 17, 2002, from AIMCO Properties, L.P.,
to the limited partners of Consolidated Capital Growth Fund.

(b)(1) Fourth Amended and Restated Credit Agreement, dated as of March
11, 2002, by and among AIMCO Properties, AIMCO/Bethesda
Holdings, Inc., NHP Management Company, Bank of America, N.A.,
Fleet National Bank, First Union National Bank, and the other
financial institutions party thereto (Exhibit 10.29 to AIMCO's
Annual Report on Form 10-K for the year ended December 31, 2001
is incorporated herein by reference).

(b)(2) Second Amendment to Fourth Amended and Restated Credit
Agreement, dated as of August 2, 2002, by and among Apartment
Investment and Management Company, AIMCO Properties, L.P.,
AIMCO/Bethesda Holdings, Inc., NHP Management Company, Bank of
America, N.A. and the Lenders listed therein (Exhibit 10.2 to
AIMCO's Quarterly Report on Form 10-Q for the quarterly period
ended June 30, 2002 is incorporated herein by reference).

(e) Not applicable

(i) None.

(j) None.
</Table>