Exhibit (a)(3)





October 26, 2006



TO:          UNIT HOLDERS OF CENTURY PROPERTIES GROWTH FUND XXII

SUBJECT:     OFFER TO PURCHASE UNITS

Dear Unit Holder:

As described in the enclosed Offer to Purchase and related Letters of
Transmittal (the "Offer") the Purchasers named in the attached Offer
(collectively the "Purchasers") are offering to purchase up to 12,500 Units of
limited partnership interest (the "Units") in CENTURY PROPERTIES GROWTH FUND
XXII (the "Partnership") at a purchase price equal to:

                                  $200 per Unit
                                  -------------

You may wish to consider selling your Units for the following reason:

     o    UNCERTAINTY OF FURTHER  DISTRIBUTIONS.  The general partner has stated
          that "[t]here can be no assurance that the  Partnership  will generate
          sufficient funds from operations after planned capital improvements to
          permit  additional  distributions  to  its  partners  during  2006  or
          subsequent  periods."  (See Annual  Report on Form 10-K for the period
          ending December 31, 2005) (emphasis added).

     o    EXTENSION OF PARTNERSHIP  TERM.  Furthermore,  the general partner and
          affiliates recently extended the term of the Partnership by six years.
          (See  Information  Statement  on Schedule  14C dated  August 10, 2006)
          (emphasis added).

     o    LIQUIDITY  FOR YOUR  INVESTMENT.  The Offer will  provide  you with an
          opportunity  to  liquidate  all, or a portion of, your  investment  in
          CENTURY  PROPERTIES  GROWTH FUND XXII  without  the usual  transaction
          costs associated with market sales or partnership transfer fees.

     o    NO FUTURE IRS FILING  REQUIREMENTS / ELIMINATION OF RETIREMENT ACCOUNT
          FEES.  If you sell your Units to us this year,  the 2006 tax year will
          be the final  year for which you will be  obligated  to file a K-1 for
          the Partnership  with your tax return and for which you incur fees for
          having this  investment  in your IRA or retirement  account.  This may
          represent a reduction in costs associated with filing  complicated tax
          returns and fees charged by some  custodians  for holding this type of
          asset.  Your decision to sell may have other  favorable or unfavorable
          tax consequences and potential sellers should consult their individual
          tax advisers.


After carefully reading the enclosed Offer, if you elect to tender your Units,
mail (using the enclosed pre-addressed, postage paid envelope) or fax (then
mail) a duly completed and executed copy of the Letter of Transmittal (printed
on yellow paper) and change of address forms, and any other documents required
by the Letter of Transmittal, to the Depositary for the Offer at:

                         MacKenzie Patterson Fuller, LP
                               1640 School Street
                            Moraga, California 94556
                            Facsimile: (925) 631-9119


If you have any questions or need assistance, please call the Depository at
800-854-8357.

This Offer expires (unless extended) December 12, 2006.