FORM 10-QSB---QUARTERLY OR TRANSITIONAL REPORT UNDER SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Quarterly or Transitional Report
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-QSB
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended September 30, 2000
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the transition period from _________to _________
Commission file number 0-9136
ANGELES PARTNERS VIII
(Exact name of small business issuer as specified in its charter)
California 95-3264317
(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)
(864) 239-1000
(Issuer's telephone number)
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___
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
a)
ANGELES PARTNERS VIII
CONSOLIDATED STATEMENT OF NET LIABILITIES IN LIQUIDATION
(Unaudited)
(in thousands)
September 30, 2000
Assets
Cash and cash equivalents $ 118
Liabilities
Other liabilities 64
Due to affiliate 75
Accrued interest ($253 in default) 253
Notes payable ($371 in default) 371
Estimated costs during the period of
liquidation 54
817
Net liabilities in liquidation $ (699)
See Accompanying Notes to Consolidated Financial Statements
<PAGE>
ANGELES PARTNER VIII
CONSOLIDATED STATEMENT OF CHANGES IN NET LIABILITIES IN LIQUIDATION
(Unaudited)
(in thousands)
Nine Months Ended September 30, 2000
Net liabilities in liquidation at December 31, 1999 $ (4,116)
Changes in net liabilities in liquidation attributed to:
Decrease in cash and cash equivalents (108)
Decrease in receivables and deposits (135)
Decrease in estimated net realizable value of
property and improvements (4,750)
Increase in due to affiliate (54)
Decrease in accounts payable 28
Decrease in tenant security deposit liabilities 25
Decrease in accrued interest 2,447
Decrease in accrued property taxes 284
Decrease in other liabilities 17
Decrease in mortgage notes payable 5,247
Decrease in estimated costs during the period of liquidation 416
Net liabilities in liquidation at September 30, 2000 $ (699)
See Accompanying Notes to Consolidated Financial Statements
<PAGE>
b)
ANGELES PARTNERS VIII
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(in thousands, except unit data)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30, 1999 September 30, 1999
Revenues:
<S> <C> <C>
Rental income $ 945 $ 2,818
Other income 54 163
Total revenues 999 2,981
Expenses:
Operating 384 1,176
General and administrative 37 108
Depreciation 185 535
Interest 481 1,439
Property taxes 105 326
Total expenses 1,192 3,584
Loss before extraordinary item (193) (603)
Extraordinary gain on conversion to minority
interest (Note A) 8,486 8,486
Net income $ 8,293 $ 7,883
Net income allocated to general partner (1%) $ 83 $ 79
Net income allocated to limited partners (99%) 8,210 7,804
$ 8,293 $ 7,883
Net income per limited partnership unit:
Loss before extraordinary item $ (16.25) $ (50.77)
Extraordinary gain on conversion to
minority interest 714.43 714.43
$ 689.18 $ 663.66
See Accompanying Notes to Consolidated Financial Statements
</TABLE>
<PAGE>
c)
ANGELES PARTNERS VIII
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(in thousands)
Nine Months Ended September 30, 1999
Cash flows from operating activities:
Net income $ 7,883
Adjustments to reconcile net loss to net cash
provided by operating activities:
Depreciation 535
Amortization of loan costs 41
Extraordinary gain on conversion to minority interest (8,486)
Change in accounts:
Receivables and deposits 29
Other assets (27)
Accounts payable 5
Tenant security deposit liabilities 4
Accrued property taxes 50
Accrued interest 432
Other liabilities (24)
Due to affiliates 61
Net cash provided by operating activities 503
Cash flows used in investing activities:
Property improvements and replacements (245)
Conversion to minority interest (115)
Net cash used in operating activities (360)
Cash flows used in financing activities:
Payments on mortgage notes payable (234)
Net decrease in cash and cash equivalents (91)
Cash and cash equivalents at beginning of period 317
Cash and cash equivalents at end of period $ 226
Supplemental disclosure of cash flow information:
Cash paid for interest $ 966
See Accompanying Notes to Consolidated Financial Statements
<PAGE>
d)
ANGELES PARTNERS VIII
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Note A - Basis of Presentation
As of September 30, 1999, Angeles Partners VIII (the "Partnership" or
"Registrant") adopted the liquidation basis of accounting due to the imminent
loss of its remaining investment property, Bercado Shores Apartments. The
Partnership has incurred recurring operating losses and continues to suffer from
inadequate liquidity. In addition, the Partnership was in default on its first
and second mortgage notes payable and did not generate sufficient cash flows to
meet current debt-service requirements on its subordinated debt. No other
sources of additional financing are available to the Partnership and Angeles
Realty Corporation ("ARC" or the "General Partner") does not have any other
plans to remedy the liquidity problems the Partnership is currently
experiencing.
The Partnership had an outstanding obligation due to an affiliate of the General
Partner (the "Affiliate") for cumulative unpaid accountable administrative
services. This liability was secured by the Partnership's 99% limited
partnership interest in Brittany Point AP VIII L.P. ("Brittany LP"), the entity
that owned Brittany Point Apartments. During the third quarter of 1999, the
Affiliate exercised remedies with respect to this liability. In such exercise,
effective September 20, 1999, the Affiliate acquired the Partnership's 99%
limited partnership interest in Brittany LP at a public sale in compliance with
the South Carolina Uniform Commercial Code.
The Affiliate has the power to remove the general partner of Brittany LP, an
entity in which the Partnership owns an interest. While the Affiliate did not
effect such a removal during the nine month period ended September 30, 2000,
there can be no assurance that such general partner will not be removed at some
point in the future, thereby causing the loss of the Partnership's entire
interest in Brittany LP.
In addition, as of June 30, 2000, the Partnership's non-recourse first mortgage
of approximately $3,861,000 was in default due to the nonpayment of the
remaining balance upon maturity. Also, the Partnership's second mortgage to
Angeles Mortgage Investment Trust ("AMIT") in the amount of approximately
$1,350,000, plus accrued interest of approximately $2,768,000, which is secured
by the Partnership's remaining investment property, Bercado Shores Apartments,
has been in default since 1993 due to nonpayment of interest and the maturity of
the note in 1995. Pursuant to a series of transactions, affiliates of the
General Partner acquired ownership interests in AMIT. On September 17, 1998,
AMIT was merged with and into Insignia Properties Trust ("IPT"), which was the
sole shareholder of the General Partner. On February 26, 1999, IPT was merged
into Apartment Investment and Management Company ("AIMCO"), a publicly traded
real estate investment trust. As a result, AIMCO is the current holder of the
AMIT debt. This indebtedness is recourse to the Partnership and the estimated
fair value of this property is less than the total of its first and second
mortgages. This property was subject to foreclosure under the terms of the
second mortgage agreement. On July 17, 2000, AMIT informed the General Partner
of its intention to exercise remedies with respect to all or a portion of such
indebtedness.
<PAGE>
The General Partner believed that the use by the Partnership of its limited
resources to contest the exercise of such remedies would be futile and
accordingly, the General Partner executed settlement documents to effect the
exercise of such remedies in a manner that is cost effective to the Partnership.
On July 17, 2000, the Partnership delivered a deed in lieu of foreclosure
related to Bercado Shores Apartments to AIMCO in satisfaction of the AMIT second
mortgage of approximately $1,350,000 plus accrued interest of approximately
$2,768,000. In addition, the non-recourse first mortgage of approximately
$3,861,000 has been transferred with the apartment property.
Due to the loss of Brittany LP and the then imminent loss of Bercado Shores
Apartments, the General Partner decided in September 1999 to terminate the
Partnership upon the loss of Bercado Shores Apartments. As a result of the
decision to liquidate the Partnership, the Partnership changed its basis of
accounting for its consolidated financial statements at September 30, 1999, to
the liquidation basis of accounting. Consequently, assets have been valued at
their estimated net realizable value and liabilities are presented at their
estimated settlement amounts, including estimated costs associated with carrying
out the liquidation. The valuation of assets and liabilities necessarily
requires many estimates and assumptions and there are substantial uncertainties
in carrying out the liquidation. The actual realization of assets and settlement
of liabilities could be higher or lower than amounts indicated and is based upon
the General Partner's estimates as of the date of the consolidated financial
statements.
Included in liabilities in the statement of net liabilities in liquidation, as
of September 30, 2000, are approximately $54,000 of costs that the General
Partner estimates will be incurred during the period of liquidation, based on
the assumption that the liquidation process will be completed by December 31,
2000. These costs principally include administrative expenses for the
Partnership. Because the success in realization of assets and the settlement of
liabilities is based on the General Partner's best estimates, the liquidation
period may be shorter than projected or it may be extended beyond the projected
period.
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 IPT merged into AIMCO,
with AIMCO being the surviving corporation (the "Insignia Merger"). As a result,
AIMCO acquired 100% ownership interest in the General Partner. The General
Partner does not believe that this transaction has had or will have a material
effect on the affairs and operations of the Partnership.
<PAGE>
Note C - Transactions with Affiliated Parties
The Partnership has no employees and is dependent on the General Partner and its
affiliates for the management and administration of all Partnership activities.
The Partnership Agreement provides for (i) certain payments to affiliates of the
General Partner for services and (ii) reimbursement of certain expenses incurred
by affiliates on behalf of the Partnership.
The following transactions were paid or accrued to the General Partner and its
affiliates during the nine months ended September 30, 2000 and 1999,
respectively:
2000 1999
(in thousands)
Property management fees (included in
operating expenses in 1999) $ 47 $153
Reimbursement for services of affiliates
(included in general and administrative
expenses in 1999) 56 87
During the nine months ended September 30, 2000 and 1999, affiliates of the
General Partner were entitled to receive 5% of gross receipts from the
Partnership's property for providing property management services. The
Partnership paid to such affiliates approximately $47,000 and $153,000 for the
nine months ended September 30, 2000 and 1999, respectively.
Affiliates of the General Partner were entitled to reimbursements of accountable
administrative expense amounting to approximately $56,000 and $87,000 for the
nine months ended September 30, 2000 and 1999, respectively.
In June 1990, AMIT provided secondary financing on the Partnership's investment
property, Bercado Shores Apartments. Total indebtedness was approximately
$1,350,000 at June 30, 2000, and was in default at June 30, 2000. Total interest
expense related to this debt was approximately $318,000 and $384,000 for the
nine months ended September 30, 2000 and 1999, respectively. Accrued interest
related to this debt was approximately $2,768,000. As discussed in "Note A -
Basis of Presentation", AIMCO is now the holder of the AMIT debt. The AMIT
mortgage secured by Bercado Shores Apartments has been in default since 1993 due
to nonpayment of interest and the maturity of the note in 1995. On July 17,
2000, the Partnership delivered a deed in lieu of foreclosure related to Bercado
Shores Apartments to AIMCO in satisfaction of the AMIT second mortgage of
approximately $1,350,000 plus accrued interest of approximately $2,768,000. In
addition, the non-recourse first mortgage of approximately $3,861,000 has been
transferred with the apartment property. The Partnership also had an outstanding
obligation due to an affiliate of the General Partner (the "Affiliate") for
cumulative unpaid accountable administrative services. This liability was
secured by the Partnership's 99% limited partnership interest in Brittany LP,
the entity that owned Brittany Point Apartments. During the third quarter of
1999, the Affiliate exercised remedies with respect to this liability. In such
exercise, effective September 20, 1999, the Affiliate acquired the Partnership's
99% limited partnership interest in Brittany LP at a public sale in compliance
with the South Carolina Uniform Commercial Code.
In November 1992, Angeles Acceptance Pool, L.P. ("AAP"), a Delaware limited
partnership which now controls the working capital loan previously provided by
Angeles Capital Investment, Inc. ("ACII"), was organized. Angeles Corporation
("Angeles") is the 99% limited partner of AAP and Angeles Acceptance Directives,
Inc. ("AAD"), which was wholly-owned by IPT, was, until April 14, 1995, the 1%
general partner of AAP. On April 14, 1995, as part of a settlement of claims
between affiliates of the General Partner and Angeles, AAD resigned as general
partner of AAP and simultaneously received a .5% limited partner interest in
AAP. An affiliate of Angeles now serves as the general partner of AAP. The
Partnership's note payable of approximately $371,000, plus accrued interest of
approximately $253,000, due to AAP is in default due to non-payment upon
maturity in November 1997. AAP has filed suit against the Partnership as a
result of this default. A judgment has been awarded to AAP; however, the
Partnership intends to contest the validity of the judgment if AAP attempts to
enforce it. Interest is accruing monthly at prime plus 0.75% (9.25% average rate
at September 30, 2000). Total interest expense for this loan was approximately
$27,000 and $23,000 for the nine months ended September 30, 2000 and 1999,
respectively.
Note D - Segment Reporting
The Partnership has only one reportable segment. Moreover, due to the very
nature of the Partnership's operations, the General Partner believes that
segment-based disclosures will not result in a more meaningful presentation than
the financial statements as currently presented.
Note E - 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, its General Partner and several of their affiliated
partnerships and corporate entities. The action 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 of interests in certain general partner
entities by Insignia Financial Group, Inc. ("Insignia") and entities which were,
at one time, affiliates of Insignia; past tender offers by the Insignia
affiliates to acquire limited partnership units; the management of partnerships
by the Insignia affiliates; and the Insignia Merger. The plaintiffs seek
monetary damages and equitable relief, including judicial dissolution of the
Partnership. On June 25, 1998, the 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 General Partner filed demurrers to the
amended complaint which were heard February 1999.
<PAGE>
Pending the ruling on such demurrers, settlement negotiations commenced. On
November 2, 1999, the parties executed and filed a Stipulation of Settlement,
settling claims, subject to final court approval, on behalf of the Partnership
and all limited partners who owned units as of November 3, 1999. Preliminary
approval of the settlement was obtained on November 3, 1999 from the Court, at
which time the Court set a final approval hearing for December 10, 1999. Prior
to the December 10, 1999 hearing, the Court received various objections to the
settlement, including a challenge to the Court's preliminary approval based upon
the alleged lack of authority of prior lead counsel to enter the settlement. On
December 14, 1999, the General Partner and its affiliates terminated the
proposed settlement. In February 2000, counsel for some of the named plaintiffs
filed a motion to disqualify plaintiff's lead and liaison counsel who negotiated
the settlement. On June 27, 2000, the Court entered an order disqualifying them
from the case. The Court is considering applications for lead counsel and has
currently scheduled a hearing on the matter for November 20, 2000. The General
Partner does not anticipate that costs associated with this case will be
material to 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.
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
The matters discussed in this Form 10-QSB contain certain forward-looking
statements and involve risks and uncertainties (including changing market
conditions, competitive and regulatory matters, etc.) detailed in the
disclosures contained in this Form 10-QSB and the other filings with the
Securities and Exchange Commission made by the Partnership 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
operations. 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.
Liquidity and Capital Resources
As of September 30, 1999, the Partnership adopted the liquidation basis of
accounting due to the imminent loss of its remaining investment property,
Bercado Shores Apartments. The Partnership has experienced significant recurring
operating losses, is in default on its first and second mortgage notes payable
and does not generate sufficient cash flow to meet current debt service
requirements on its subordinated debt. No other sources of additional financing
are available to the Partnership and the General Partner does not have any other
plans to remedy the liquidity problems the Partnership is currently
experiencing.
The Partnership had an outstanding obligation due to an affiliate of the General
Partner (the "Affiliate") for cumulative unpaid accountable administrative
services. This liability was secured by the Partnership's 99% limited
partnership interest in Brittany Point AP VIII L.P. ("Brittany LP"), the entity
that owned Brittany Point Apartments. During the third quarter of 1999, the
Affiliate exercised remedies with respect to this liability. In such exercise,
effective September 20, 1999, the Affiliate acquired the Partnership's 99%
limited partnership interest in Brittany LP at a public sale in compliance with
the South Carolina Uniform Commercial Code.
The Affiliate has the power to remove the general partner of Brittany LP, an
entity in which the Partnership owns an interest. While the Affiliate did not
effect such a removal during the nine months ended September 30, 2000, there can
be no assurance that such general partner will not be removed at some point in
the future, thereby causing the loss of the Partnership's entire interest in
Brittany LP.
In addition, as of June 30, 2000, the Partnership's non-recourse first mortgage
of approximately $3,861,000 was in default due to the nonpayment of the
remaining balance upon maturity. Also, the Partnership's second mortgage to
Angeles Mortgage Investment Trust ("AMIT") in the amount of approximately
$1,350,000, plus accrued interest of approximately $2,768,000, which is secured
by the Partnership's remaining investment property, Bercado Shores Apartments,
has been in default since 1993 due to nonpayment of interest and the maturity of
the note in 1995. Pursuant to a series of transactions, affiliates of the
General Partner acquired ownership interests in AMIT. On September 17, 1998,
AMIT was merged with and into Insignia Properties Trust ("IPT"), which was the
sole shareholder of the General Partner. On February 26, 1999, IPT was merged
into Apartment Investment and Management Company ("AIMCO"), a publicly traded
real estate investment trust. As a result, AIMCO is the current holder of the
AMIT debt. This indebtedness is recourse to the Partnership and the estimated
fair value of this property is less than the total of its first and second
mortgages. This property was subject to foreclosure under the terms of the
second mortgage agreement. On July 17, 2000, AMIT informed the General Partner
of its intention to exercise remedies with respect to all or a portion of such
indebtedness. The General Partner believed that the use by the Partnership of
its limited resources to contest the exercise of such remedies would be futile
and accordingly, the General Partner executed settlement documents to effect the
exercise of such remedies in a manner that is cost effective to the Partnership.
On July 17, 2000, the Partnership delivered a deed in lieu of foreclosure
related to Bercado Shores Apartments to AIMCO in satisfaction of the AMIT second
mortgage of approximately $1,350,000 plus accrued interest of approximately
$2,768,000. In addition, the non-recourse first mortgage of approximately
$3,861,000 has been transferred with the apartment property.
The Partnership's note payable of approximately $371,000, plus accrued interest
of approximately $253,000, due to AAP is in default due to non-payment upon
maturity in November 1997. AAP has filed suit against the Partnership as a
result of this default. A judgement has been awarded to AAP however the
Partnership intends to contest the validity of the judgment if AAP attempts to
enforce it.
Due to the loss of Brittany LP and the then imminent loss of Bercado Shores
Apartments the General Partner decided in September 1999 to terminate the
Partnership upon the loss of Bercado Shores Apartments. As a result of the
decision to liquidate the Partnership, the Partnership changed its basis of
accounting for its consolidated financial statements at September 30, 1999, to
the liquidation basis of accounting. Consequently, assets have been valued at
their estimated net realizable value and liabilities are presented at their
estimated settlement amounts, including estimated costs associated with carrying
out the liquidation. The valuation of assets and liabilities necessarily
requires many estimates and assumptions and there are substantial uncertainties
in carrying out the liquidation. The actual realization of assets and settlement
of liabilities could be higher or lower than amounts indicated and is based upon
the General Partner's estimates as of the date of the consolidated financial
statements.
For the nine months ended September 30, 2000, the Partnership recorded a net
decrease in net liabilities in liquidation of approximately $3,417,000. The
statement of net liabilities in liquidation as of September 30, 2000 includes
approximately $54,000 of costs that the General Partner estimates will be
incurred during the period of liquidation based on the assumption that the
liquidation process will be complete by December 31, 2000. These costs include
the anticipated legal fees and administrative expenses of the Partnership for
the year ended December 31, 2000. Because the success in realization of assets
and the settlement of liabilities is based on the General Partner's best
estimates, the liquidation period may be shorter than projected or it may be
extended beyond the projected period.
The following is a general description of the tax consequences that may result
to a limited partner of the transfer of the Partnership's property and the
removal of the general partner of Brittany LP. Each limited partner should
consult with his or her own tax advisor to determine his or her particular tax
consequences. The transfer of the limited partnership interests in Brittany LP
in satisfaction of Partnership debt resulted in the taxable sale or exchange of
the limited partnership interests. The removal of the general partner of
Brittany Point LP will result in a deemed cash distribution to the general
partner. The transfer of Bercado Shores in satisfaction of secured, recourse
Partnership debt resulted in taxable gain to the extent the amount of the senior
indebtedness plus the amount of the subordinate indebtedness exceeds the
property's tax basis. A portion of such gain may constitute cancellation of
indebtedness income, if and to the extent the subordinated indebtedness exceeded
the fair market value of the property. The taxable gain and income resulting
from the transfer of the Partnership property and the removal of the general
partner will pass through to the limited partners, and will likely result in
income tax liability to the limited partners without any distribution of cash
from the Partnership.
There were no distributions paid for the nine months ended September 30, 2000 or
1999. Future cash distributions will depend on the estimated levels of net cash
generated from the liquidation of the Partnership. However, based on the
Partnership's liabilities upon liquidation, it is unlikely that any such
distribution will be made.
<PAGE>
PART II - OTHER INFORMATION
ITEM 1. 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, its General Partner and several of their affiliated
partnerships and corporate entities. The action 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 of interests in certain general partner
entities by Insignia Financial Group, Inc. ("Insignia") and entities which were,
at one time, affiliates of Insignia; past tender offers by the Insignia
affiliates to acquire limited partnership units; the management of partnerships
by the Insignia affiliates; and the Insignia Merger. The plaintiffs seek
monetary damages and equitable relief, including judicial dissolution of the
Partnership. On June 25, 1998, the 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 General Partner filed demurrers to the
amended complaint which were heard February 1999.
Pending the ruling on such demurrers, settlement negotiations commenced. On
November 2, 1999, the parties executed and filed a Stipulation of Settlement,
settling claims, subject to final court approval, on behalf of the Partnership
and all limited partners who owned units as of November 3, 1999. Preliminary
approval of the settlement was obtained on November 3, 1999 from the Court, at
which time the Court set a final approval hearing for December 10, 1999. Prior
to the December 10, 1999 hearing, the Court received various objections to the
settlement, including a challenge to the Court's preliminary approval based upon
the alleged lack of authority of prior lead counsel to enter the settlement. On
December 14, 1999, the General Partner and its affiliates terminated the
proposed settlement. In February 2000, counsel for some of the named plaintiffs
filed a motion to disqualify plaintiff's lead and liaison counsel who negotiated
the settlement. On June 27, 2000, the Court entered an order disqualifying them
from the case. The Court is considering applications for lead counsel and has
currently scheduled a hearing on the matter for November 20, 2000. The General
Partner does not anticipate that costs associated with this case will be
material to the Partnership's overall operations.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
a) Exhibits:
Exhibit 27, Financial Data Schedule, is filed as an exhibit to
this report.
b) Reports on Form 8-K:
None filed during the quarter ended September 30, 2000.
<PAGE>
SIGNATURES
In accordance with the requirements of the Exchange Act, the Registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
ANGELES PARTNERS VIII LIMITED PARTNERSHIP
By: Angeles Realty Corporation
Its General Partner
By: /s/Patrick J. Foye
Patrick J. Foye
Executive Vice President
By: /s/Martha L. Long
Martha L. Long
Senior Vice President and
Controller
Date: November 14, 2000
