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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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SCHEDULE 14D-1/A
TENDER OFFER STATEMENT PURSUANT TO SECTION 14(d)(1)
OF THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 4)
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ANGELES PARTNERS X
(Name of Subject Company)
COOPER RIVER PROPERTIES, L.L.C.
INSIGNIA PROPERTIES, L.P.
INSIGNIA PROPERTIES TRUST
INSIGNIA FINANCIAL GROUP, INC.
(Bidders)
UNITS OF LIMITED PARTNERSHIP INTEREST
(Title of Class of Securities)
NONE
(Cusip Number of Class of Securities)
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JEFFREY P. COHEN
SENIOR VICE PRESIDENT
INSIGNIA FINANCIAL GROUP, INC.
375 PARK AVENUE
SUITE 3401
NEW YORK, NEW YORK 10152
(212) 750-6070
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications on Behalf of Bidders)
COPY TO:
JOHN A. HEALY, ESQ.
ROGERS & WELLS LLP
200 PARK AVENUE
NEW YORK, NEW YORK 10166
(212) 878-8000
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This Amendment No. 4 amends and supplements the Tender Offer Statement on
Schedule 14D-1 originally filed with the Commission on August 13, 1998, as
amended by Amendment No. 1 filed with the Commission on September 11, 1998,
Amendment No. 2 filed with the Commission on September 21, 1998 and Amendment
No. 3 filed with the Commission on September 28, 1998 (the "Statement") by
Cooper River Properties, L.L.C. (the "Purchaser"), Insignia Properties, L.P.
("IPLP"), Insignia Properties Trust ("IPT") and Insignia Financial Group, Inc.
relating to the tender offer of the Purchaser to purchase up to 8,000 of the
outstanding units of limited partnership interest (the "Units") of Angeles
Partners X, at a purchase price of $150 per Unit, net to the seller in cash,
upon the terms and subject to the conditions set forth in the Offer to Purchase
dated August 13, 1998 (the "Offer to Purchase") and the related Assignment of
Partnership Interest (which, together with any supplements or amendments,
collectively constitute the "Offer"). Capitalized terms used but not defined
herein have the meanings ascribed to them in the Offer to Purchase and the
original Statement.
ITEM 10. ADDITIONAL INFORMATION.
(f) The Offer has been extended to 5:00 p.m., New York time, on Friday,
October 16, 1998. On October 5, 1998, the Purchaser issued a press release
announcing such extension and reporting that approximately 3,619 Units had been
tendered pursuant to the Offer to date. A copy of the press release has been
filed as Exhibit (a)(8) to this Amendment No. 4 and is incorporated herein by
reference in its entirety.
ITEM 11. MATERIAL TO BE FILED AS EXHIBITS.
(a)(8) Text of press release issued by the Purchaser on October 5, 1998.
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SIGNATURE
After due inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.
Dated: October 5, 1998
COOPER RIVER PROPERTIES, L.L.C.
By: /s/ JEFFREY P. COHEN
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Jeffrey P. Cohen
Manager
INSIGNIA PROPERTIES, L.P.
By: Insignia Properties Trust,
its General Partner
By: /s/ JEFFREY P. COHEN
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Jeffrey P. Cohen
Senior Vice President
INSIGNIA PROPERTIES TRUST
By: /s/ JEFFREY P. COHEN
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Jeffrey P. Cohen
Senior Vice President
INSIGNIA FINANCIAL GROUP, INC.
By: /s/ FRANK M. GARRISON
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Frank M. Garrison
Executive Managing Director
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EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
- ----------- -----------
(a)(8) Text of press release issued by the Purchaser on October 5,
1998.
4
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EXHIBIT (a)(8)
COOPER RIVER PROPERTIES, L.L.C.
P.O. Box 19059
Greenville, SC 29602
CONTACT: Edward McCarthy of Beacon Hill Partners, Inc.
(212) 843-8500
FOR IMMEDIATE RELEASE
COOPER RIVER ANNOUNCEMENT
GREENVILLE, SOUTH CAROLINA, October 5, 1998--Cooper River Properties,
L.L.C. today announced that it has extended the expiration date of its
outstanding tender offers for limited partnership interests in Angeles Income
Properties, Ltd. II, Angeles Income Properties, Ltd. 6, Angeles Partners X and
Angeles Partners XII. The expiration date for each tender offer has been
extended to 5:00 p.m., New York time, on Friday, October 16, 1998. The offers
were previously scheduled to expire at 5:00 p.m. on Friday, October 2, 1998.
Cooper River reported, based on information provided by the depositary
for the offers, that as of the close of business on October 2, 1998,
approximately 5,352 interests had been tendered pursuant to the Angeles Income
Properties, Ltd. II offer, approximately 3,137 interests had been tendered
pursuant to the Angeles Income Properties, Ltd. 6 offer, approximately 3,619
interests had been tendered pursuant to the Angeles Partners X offer and
approximately 4,328 interests had been tendered pursuant to the Angeles
Partners XII offer.
For further information, please contact Beacon Hill Partners at (800)
854-9486, which is acting as the Information Agent for the offers.
