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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
(Final Amendment)
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AMERICAN STORAGE PROPERTIES, L.P.
A VIRGINIA LIMITED PARTNERSHIP
(Name of Subject Company)
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PUBLIC STORAGE, INC.
(Bidder)
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Interests in Limited Partnership
(Title of Class of Securities)
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NONE
(CUSIP Number of Class of Securities)
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DAVID B.H. MARTIN, JR.
Hogan & Hartson L.L.P.
Columbia Square
555 Thirteenth Street, N.W.
Washington, D.C. 20004-1109
(202) 637-5600
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications on Behalf of Bidder)
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Introduction
This statement is the Final Amendment to the Schedule 14D-1
which was filed by Public Storage, Inc. (the "Company") with the Securities and
Exchange Commission on March 1, 1996, with respect to the offer by the Company
to purchase up to 12,533 of the limited partnership interests ("Interests") in
American Storage Properties, L.P., a Virginia limited partnership (the
"Partnership") at a net cash price per Interest of $419. Capitalized terms used
in this Amendment and not otherwise defined shall have the meanings set forth in
the Offer to Purchase dated March 1, 1996, and related Letter of Transmittal.
The Offer to Purchase expired on April 2, 1996, at 5:00 p.m.,
New York City time. At the expiration of the Offer, 15,998 Interests
(representing approximately 31.9% of the outstanding Interests) had been
submitted pursuant to the Offer. The Company has notified the Depositary that it
intends to accept for payment 13,516 of the Interests tendered pursuant to its
Offer (representing approximately 26.96% of the outstanding Interests) subject
to confirmation that such Interests have been validly tendered in accordance
with the terms of the Company's Offer to Purchase. If all of these 13,516
Interests are accepted for payment, then the Company will beneficially own a
total of 13,520 Interests representing approximately 26.97% of the outstanding
Interests.
Item 6. Interest in Securities of the Subject Company.
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Item 6(a) and (b) are hereby amended as follows:
The Company has notified the Depositary that it intends to
accept for payment 13,516 of the Interests tendered pursuant
to its Offer (representing approximately 26.96% of the
outstanding Interests) subject to confirmation that such
Interests have been validly tendered in accordance with the
terms of the Company's Offer to Purchase. If all of these
13,516 Interests are accepted for payment, then the Company
will beneficially own a total of 13,520 Interests representing
approximately 26.97% of the outstanding Interests.
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SIGNATURE
After reasonable inquiry and to the best of its knowledge and
belief, the undersigned certifies that the information set forth in this
statement is true, correct and complete.
Dated: April 10, 1996 PUBLIC STORAGE, INC.
By: /s/ Harvey Lenkin
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Harvey Lenkin
President
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