SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES AND EXCHANGE ACT OF 1934
Angeles Partners X Limited Partnership
(Name of Issuer)
Limited Partnership Units
(Title of Class of Securities)
Not Applicable
(CUSIP Number)
Eggert Dagbjartsson
c/o Equity Resources Group, Incorporated, 14 Story Street,
Cambridge, Massachusetts 02138 (617) 876-4800
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
JULY 1, 1997
(Date of Event Which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box [ ].
NOTE: Six copies of this statement, including all exhibits, should
be filed with the Commission. See Rule 13d-1(a) for other parties
to whom copies are to be sent.
- ---------------------
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities,
and for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
(Continued on following page(s))
<PAGE>
1. NAMES AND IDENTIFICATION NO. OF REPORTING PERSONS:
Equity Resources Group, Incorporated I.R.S.# 04-2723870
Equity Resource Brattle Fund Limited Partnership I.R.S.# 04-3280004
Equity Resource Bay Fund Limited Partnership I.R.S.# 04-3293645
Equity Resource Fund XV Limited Partnership I.R.S.# 04-3182947
Equity Resource Fund XIX Limited Partnership I.R.S.# 04-3315135
James E. Brooks
Mark S. Thompson
Eggert Dagbjartsson
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(A) |X|
(B) [ ]
3. SEC USE ONLY
4. SOURCE OF FUNDS (SEE INSTRUCTIONS)
WC $120,125
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(D) OR 2(E) [ ]
6. CITIZENSHIP OR PLACE OF ORGANIZATION
Equity Resources Group, Incorporated is a Massachusetts corporation.
Equity Resource Brattle Fund Limited Partnership is a Massachusetts
limited partnership.
Equity Resource Bay Fund Limited Partnership is a Massachusetts
limited partnership.
Equity Resource Fund XV Limited Partnership is a Massachusetts
limited partnership.
Equity Resource Fund XIX Limited Partnership is a Massachusetts
limited partnership.
James E. Brooks is a United States citizen.
Mark S. Thompson is a United States citizen.
Eggert Dagbjartsson is a United States citizen.
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
WITH:
7. SOLE VOTING POWER
None
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8. SHARED VOTING POWER
15 Units are held by Equity Resource Brattle Fund Limited Partnership, a
Massachusetts limited partnership, of which James E. Books, Eggert
Dagbjartsson and Mark S. Thompson are the general partners (the "Brattle
Fund General Partners"). Voting power with respect to such Units is
shared by the Brattle Fund General Partners as reporting persons in their
capacities as general partners of such limited partnership.
896 Units are held by Equity Resource Bay Fund Limited Partnership, a
Massachusetts limited partnership, of which James E. Brooks, Eggert
Dagbjartsson and Mark S. Thompson are the general partners (the "Bay Fund
General Partners"). Voting power with respect to such Units is shared by
the Bay Fund General Partners as reporting persons in their capacities as
general partners of such limited partnership.
40 Units are held by Equity Resource Fund XV Limited Partnership, a
Massachusetts limited partnership, of which Equity Resources Group,
Incorporated and Mark S. Thompson are the general partners (the "Fund XV
General Partners"). Voting power with respect to such Units is shared by
the Fund XV General Partners as reporting persons in their capacities as
general partners of such limited partnership.
10 Units are held by Equity Resource Fund XIX Limited Partnership, a
Massachusetts limited partnership, of which Equity Resources Group,
Incorporated and Eggert Dagbjartsson are the general partners (the "Fund
XIX General Partners"). Voting power with respect to such Units is shared
by the Fund XIX General Partners as reporting persons in their capacities
as general partners of such limited partnership.
See Item 2 below for other required information.
9. SOLE DISPOSITIVE POWER
None
10. SHARED DISPOSITIVE POWER
15 Units are held by Equity Resource Brattle Fund Limited Partnership, a
Massachusetts limited partnership. Voting power with respect to such
Units is shared by the Brattle Fund General Partners as reporting persons
in their capacities as general partners of such limited partnership.
896 Units are held by Equity Resource Bay Fund Limited Partnership, a
Massachusetts limited partnership. Voting power with respect to such
Units is shared by the Bay Fund General Partners as reporting persons in
their capacities as general partners of such limited partnership.
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40 Units are held by Equity Resource Fund XV Limited Partnership, a
Massachusetts limited partnership. Voting power with respect to such
Units is shared by the Fund XV General Partners as reporting persons in
their capacities as general partners of such limited partnership.
10 Units are held by Equity Resource Fund XIX Limited Partnership, a
Massachusetts limited partnership. Voting power with respect to such
Units is shared by the Fund XIX General Partners as reporting persons in
their capacities as general partners of such limited partnership.
See Item 2 below for other required information.
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15 Units are held by Equity Resource Brattle Fund Limited Partnership, a
Massachusetts limited partnership, of which the reporting persons James
E. Brooks, Mark S. Thompson and Eggert Dagbjartsson are the general
partners.
896 Units are held by Equity Resource Bay Fund Limited Partnership, a
Massachusetts limited partnership, of which the reporting persons James
E. Brooks, Eggert Dagbjartsson and Mark S. Thompson are the general
partners.
40 Units are held by Equity Resource Fund XV Limited Partnership, a
Massachusetts limited partnership, of which the reporting persons Equity
Resources Group, Incorporated and Mark S. Thompson are the general
partners.
10 Units are held by Equity Resource Fund XIX Limited Partnership, a
Massachusetts limited partnership, of which the reporting persons Equity
Resources Group, Incorporated and Eggert Dagbjartsson are the general
partners.
See Item 2 below for other required information.
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES(SEE INSTRUCTIONS) [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) .1% are held by Equity
Resource Brattle Fund Limited Partnership, a Massachusetts limited
partnership, of which the reporting persons James E. Brooks, Mark S.
Thompson and Eggert Dagbjartsson are the general partners.
4.8% are held by Equity Resource Bay Fund Limited Partnership, a
Massachusetts limited partnership, of which the reporting persons James E.
Books, Eggert Dagbjartsson and Mark S. Thompson are the general partners.
<PAGE>
.2% are held by Equity Resource Fund XV Limited Partnership, a
Massachusetts limited partnership, of which the reporting persons Equity
Resources Group, Incorporated and Mark S. Thompson are the general
partners.
.1% are held by Equity Resource Fund XIX Limited Partnership, a
Massachusetts limited partnership, of which the reporting persons Equity
Resources Group, Incorporated and Eggert Dagbjartsson are the general
partners
See Item 2 below for other required information.
14. TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
Equity Resources Group, Incorporated CO
Equity Resource Brattle Fund Limited Partnership PN
Equity Resource Bay Fund Limited Partnership PN
Equity Resource Fund XV Limited Partnership PN
Equity Resource Fund XIX Limited Partnership PN
James E. Brooks IN
Eggert Dagbjartsson IN
Mark S. Thompson IN
Item 1. Security and Issuer
This statement relates to certain limited partnership units (the "Units")
of Angeles Partners X Limited Partnership, a California limited partnership
with its principal executive office at One Insignia Financial Plaza, P.O. Box
1089, Greenville, South Carolina 29602.
Item 2. Identity and Background.
(a) The names of the persons filing this statement are Equity Resource
Brattle Fund Limited Partnership, Equity Resource Bay Fund Limited Partnership,
Equity Resource Fund XV Limited Partnership, Equity Resource Fund XIX Limited
Partnership (the "Limited Partnerships"), Equity Resources Group, Incorporated,
a Massachusetts corporation, James E. Brooks, Mark S. Thompson, and Eggert
Dagbjartsson, respectively (collectively, the "Reporting Persons"). Equity
Resources Group, Incorporated, James E. Brooks, Mark S. Thompson and Eggert
Dagbjartsson are the general partners of Equity Resource Bay Fund Limited
Partnership. Equity Resources Group, Incorporated and Mark S. Thompson are the
general partners of Equity Resource Fund XV Limited Partnership. Equity
Resources Group, Incorporated and Eggert Dagbjartsson are the general partners
of Equity Resource Fund XIX Limited Partnership. James E. Brooks, Mark S.
Thompson and Eggert Dagbjartsson are the general partners of Equity Resource
Brattle Fund Limited Partnership. This statement on Schedule 13D is filed on
behalf of all such reporting persons. The executive officers and directors of
Equity Resources Group, Incorporated are James E. Brooks, Chairman of the Board
<PAGE>
of Directors and Director, Mark S. Thompson, President and Director, and Eggert
Dagbjartsson, Executive Vice President and Director.
(b) The business address of each of the Reporting Persons, respectively,
is 14 Story Street, Cambridge, Massachusetts 02138.
(c) Each of the Limited Partnerships is a Massachusetts limited
partnership formed to acquire and hold interests in other limited partnerships
involved in all facets of the real estate business as long-term investments
with a view to long-term appreciation and not to resale. Mr. Brooks' principal
occupation is Chairman of the Board of Directors of Equity Resources Group,
Incorporated. Mr. Thompson's principal occupation is President of Equity
Resources Group, Incorporated. Mr. Dagbjartsson's principal occupation is
Executive Vice President of Equity Resources Group, Incorporated.
(d) During the past five years, none of the Reporting Persons,
respectively, has been convicted in a criminal proceeding (excluding traffic
violations or similar misdemeanors).
(e) During the past five years, none of the Reporting Persons,
respectively, has been a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction as a result of which such person
was subject to a judgment, decree or final order enjoining future violations
of, or prohibiting or mandating activities subject to, federal or state
securities laws or finding any violation with respect to such laws.
(f) Each of the Limited Partnerships is a Massachusetts limited
partnership. Mark S. Thompson, James E. Brooks, and Eggert Dagbjartsson are
citizens of the United States. Equity Resources Group, Incorporated is a
Massachusetts corporation.
Item 3. Source and Amount of Funds or Other Consideration.
Equity Resource Brattle Fund Limited Partnership, Equity Resource Bay
Fund Limited Partnership, Equity Resource Fund XV Limited Partnership and
Equity Resource Fund XIX Limited Partnership, respectively, purchased the Units
hereby reported for an aggregate of $120,125 cash. The source of such funds was
the working capital of these respective limited partnerships.
Item 4. Purpose of Transaction.
Equity Resource Bay Fund Limited Partnership, Equity Resource Brattle
Fund Limited Partnership, Equity Resource Fund XV Limited Partnership and
Equity Resource Fund XIX Limited Partnership, respectively, acquired the Units
for investment purposes and none of such limited partnerships, or any of the
reporting persons has any present plans or proposals that relate to or would
result in any of the actions described in Item 4(a)-(j) of the instructions to
Schedule 13D.
<PAGE>
Item 5. Interest in Securities of the Issuer.
(a) Equity Resources Group, Incorporated, James E. Brooks, Mark S.
Thompson and Eggert Dagbjartsson, in their capacities as general partners of
each of Equity Resource Brattle Fund, Equity Resource Bay Fund, Equity Resource
Fund XV Limited Partnership and Equity Resource Fund XIX Limited Partnership,
respectively, beneficially own an aggregate of 961 Units, representing 5.14% of
the Units presently outstanding (the percentages reported in Item 13 do not
cumulate to 5.14% because of rounding done pursuant to the instructions to
Schedule 13D).
(b) Equity Resources Group, Incorporated, James E. Brooks, Mark S.
Thompson and Eggert Dagbjartsson, in their capacities as general partners of
each of Equity Resource Brattle Fund Limited Partnership, Equity Resource Bay
Fund Limited Partnership, Equity Resource Fund XV Limited Partnership and
Equity Resource Fund XIX Limited Partnership, respectively, share the power to
vote or direct the vote and to dispose of or direct the disposition of all of
the 961 Units referred to in Item 5(a). See Item 2 above for other required
information.
(c) Not applicable.
(d) Not applicable.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships With Respect
to Securities of the Issuer.
None.
Item 7. Material to be Filed as Exhibits.
Exhibit 7.1 Agreement dated as of October 1, 1997, between each of
the Reporting Persons with respect to the filing of this statement
on Schedule 13D.
<PAGE>
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, each
of the undersigned certifies that the information set forth in this Statement
is true, complete, and correct.
October 1, 1997 October 1, 1997
(Date) (Date)
EQUITY RESOURCES GROUP,
INCORPORATED /s/James E. Brooks
----------------------------------
James E. Brooks, individually
By:/s/Eggert Dagbjartsson /s/Eggert Dagbjartsson
------------------------------ ----------------------------------
Eggert Dagbjartsson Eggert Dagbjartsson, individually
Executive Vice President
/s/Mark S. Thompson
----------------------------------
EQUITY RESOURCE BAY FUND Mark S. Thompson
LIMITED PARTNERSHIP
By:/s/Eggert Dagbjartsson
------------------------------
Eggert Dagbjartsson, as general partner
EQUITY RESOURCE BRATTLE FUND
LIMITED PARTNERSHIP
By:/s/Eggert Dagbjartsson
------------------------------
Eggert Dagbjartsson, as general partner
EQUITY RESOURCE FUND XIX LIMITED EQUITY RESOURCE FUND XV LIMITED
PARTNERSHIP PARTNERSHIP
By: EQUITY RESOURCES GROUP, By: EQUITY RESOURCES GROUP,
INCORPORATED, as general partner INCORPORATED, as general
partner
By:/s/Eggert Dagbjartsson
-------------------------- By:/s/Eggert Dagbjartsson
Eggert Dagbjartsson -----------------------
Executive Vie President Executive Vice President
<PAGE>
EXHIBIT 7.1
AGREEMENT
This Agreement, dated as of October 1, 1997, is by and among Equity
Resources Group, Incorporated, a Massachusetts corporation, James E. Brooks,
Mark S. Thompson, Eggert Dagbjartsson, each an individual, and each of the
Limited Partnerships listed on the signature pages hereto (the "Limited
Partnerships").
Each of the Limited Partnerships may be required to file with the United
States Securities and Exchange Commission a statement on Schedule 13D with
respect to an aggregate of 961 units (the "Units") of limited partnership
interest in Angeles Partners X Limited Partnership, a California limited
partnership, held by Equity Resource Brattle Fund Limited Partnership, Equity
Resource Bay Fund Limited Partnership, Equity Resource Fund XV Limited
Partnership and Equity Resource Fund XIX Limited Partnership, respectively.
Equity Resources Group, Incorporated, James E. Brooks, Mark S. Thompson and
Eggert Dagbjartsson may be required to file by reason of their being the
general partners of each of Equity Resource Brattle Fund Limited Partnership,
Equity Resource Bay Fund Limited Partnership, Equity Resource Fund XV Limited
Partnership, and Equity Resource Fund XIX Limited Partnership, as the case may
be.
Pursuant to Rule 13(d)(1) promulgated under the Securities Exchange Act
of 1934, as amended, the parties hereby agree to file a single statement on
Schedule 13D on behalf of each of the parties, and hereby further agree to file
this Agreement as an exhibit to such statement, as required by such rule.
Executed and delivered as of the date first above written.
EQUITY RESOURCE BRATTLE FUND /s/James E. Brooks
LIMITED PARTNERSHI ------------------------------
James E. Brooks, individually
/s/Eggert Dagbjartsson
By: EQUITY RESOURCES GROUP, ------------------------------
INCORPORATED, as general partner Eggert Dagbjartsson, individually
/s/Mark S. Thompson
------------------------------
By:/s/Eggert Dagbjartsso Mark S. Thompson, individually
--------------------------
Eggert Dagbjartsson
Executive Vice President
<PAGE>
EQUITY RESOURCE BAY FUND LIMITED
PARTNERSHIP
By:/s/Eggert Dagbjartsson
------------------------------
Eggert Dagbjartsson, as general partner
EQUITY RESOURCE FUND XV LIMITED
PARTNERSHIP
By: EQUITY RESOURCES GROUP,
INCORPORATED, as general partner
By:/s/Eggert Dagbjartsson
--------------------------
Eggert Dagbjartsson
Executive Vice President
EQUITY RESOURCE FUND XIX LIMITED
PARTNERSHIP
By: EQUITY RESOURCES GROUP,
INCORPORATED, as general partner
By:/s/Eggert Dagbjartsson
--------------------------
Eggert Dagbjartsson
Executive Vice President