CENTURY PROPERTIES FUND XII
15-12G, 1996-09-23
REAL ESTATE
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                                  FORM 15
    (As adopted in Release No. 34-20784, March 22, 1984, 49 F.R. 12688)

                    SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C. 20549

                                  FORM 15
Certification and Notice of Termination of Registration under Section  12(g) of
the  Securities Exchange Act of 1934 or Suspension of Duty to File
             Reports Under Sections 13 and 15(d) of the Securities
                               Exchange Act of 1934.

                       Commission File Number 0-8658

                        Century Properties Fund XII
          (Exact name of registrant as specified in its charter)

                       One Insignia Financial Plaza
                     Greenville, South Carolina 29602
                      Telephone Number (864) 239-1000
(Address, including  zip code,  and telephone  number, including  area code,  of
                  registrant's principal executive offices)

                   Units of Limited Partnership Interest
         (Title of each class of securities covered by this Form)

                                   None

  (Titles of all other classes of securities for which a duty to file reports
                     under section 13(a) or 15(d) remains)

Please place an X in the box(es) to designate the appropriate rule provision(s)
           relied upon to terminate or suspend the duty to file reports:

               Rule 12g-4(a)(1)(i) (x)            Rule 12h-3(b)(1)(ii)( )
               Rule 12g-4(a)(1)(ii)( )            Rule 12h-3(b)(2)(i) ( )
               Rule 12g-4(a)(2)(i) ( )            Rule 12h-3(b)(2)(ii)( )
               Rule 12g-4(a)(2)(ii)( )            Rule 15d-6          ( )
               Rule 12h-3(b)(1)(i) ( )

Approximate number of holders of record as of the certification or notice date:
                                   None


     Pursuant to  the  requirements of  the  Securities Exchange  Act  of  1934,
Century Properties Fund XII has caused this certification/notice to be signed on
its behalf by the undersigned duly authorized person.

                                     CENTURY PROPERTIES FUND XII

                                     BY:  Fox Capital Management Corporation
                                          Its Managing General Partner

DATE: September 23, 1996             BY:  /s/  William H. Jarrard, Jr.
                                          William H. Jarrard, Jr.
                                          President and Director

Instruction:  This form is  required by  Rules 12g-4,  12h-3 and  15d-6 of  the
General Rules and Regulations  under the Securities Exchange  Act of 1934.   The
registrant shall file with the Commission three copies of Form 15, one of  which
shall be manually signed.  It may be signed by an officer of the registrant,  by
counsel or by any other duly authorized person. The name and title of the person
signing the form shall be typed or printed under the signature.



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