SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_______________________
AMENDMENT NO. 1
TO
SCHEDULE 14D-1
Tender Offer Statement Pursuant to Section 14(d)(1)
of the Securities Exchange Act of 1934
_______________________
DE ANZA PROPERTIES - XII, LTD.
(Name of Subject Company)
MORAGA GOLD, LLC
MORAGA FUND 1, L.P.
ACCELERATED HIGH YIELD INCOME FUND I, L.P.
ACCELERATED HIGH YIELD INSTITUTIONAL INVESTORS, L.P.
CAL KAN, INC.
STEVEN GOLD
(Bidders)
UNITS OF LIMITED PARTNERSHIP INTEREST
(Title of Class of Securities)
NONE
(CUSIP Number of Class of Securities)
_______________________
Copy to:
C.E. Patterson Paul J. Derenthal, Esq.
Moraga Partners, Inc. Derenthal & Dannhauser
1640 School Street, Suite 100 455 Market Street, Suite 1600
Moraga, California 94556 San Francisco, California 94105
(510) 631-9100 (415) 243-8070
(Name, Address and Telephone Number of
Person Authorized to Receive Notices and
Communications on Behalf of Bidder)
This Amendment No. 1 to the Bidders' Schedule 14D-1 hereby amends the
Bidders' Schedule 13D with respect to the subject securities.
<PAGE>
This Amendment No. 1 to Schedule 14D-1 amends the Schedule 14D-1 filed
November 27, 1996 (the "Schedule") by Moraga Gold, LLC, a California limited
liability company, Moraga Fund I, L.P., a California limited partnership,
Accelerated High Yield Income Fund I, L.P., a Florida limited partnership,
Accelerated High Yield Institutional Investors, L.P., a Florida limited
partnership, Cal Kan, Inc., a Kansas corporation and Steven Gold, (together the
"Purchasers"), as set forth below. Terms not otherwise defined herein shall have
the meanings ascribed to them in the Schedule and exhibits thereto.
This Amendment No. 1 is the final amendment to the Schedule and is filed to
report the termination and results of the Offer described in the Schedule. The
Offer terminated as of December 31, 1996. The Offer resulted in the tender by
Unitholders and acceptance for payment by the Purchasers of a total of 798
Units. The Purchasers, together with affiliates of certain of the Purchasers,
are now the beneficial owners of a total of 4,559 Units or approximately 20% of
the outstanding Units. The final purchase price paid by the Purchaser was in the
amount of $314.58 per Unit or the stated price of $320 per Unit reduced, as
provided in the Offer, by the $15.42 per Unit distributed by the Partnership
effective as of December 31, 1996 and received by Unitholders in January 1996.
dax-3/14d1.fnl
2
<PAGE>
SIGNATURES
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: January 9, 1997
MORAGA GOLD, LLC
BY ITS MEMBERS:
MORAGA PARTNERS, INC.
By: /s/ C. E. Patterson January 9, 1997
C. E. Patterson, President Date
DAVID B. GOLD TRUST
By: /s/ STEVEN GOLD January 9, 1997
Steven Gold, Adviser Date
to the David B. Gold Trust
MORAGA FUND 1, L.P.
BY: MORAGA PARTNERS, INC.,
GENERAL PARTNER
By: /s/ C. E. Patterson January 9, 1997
C. E. Patterson, Date
President
ACCELERATED HIGH YIELD INCOME FUND I, L.P.
BY: MacKENZIE PATTERSON, INC.,
GENERAL PARTNER
By: /s/ C. E. Patterson January 9, 1997
C. E. Patterson, Date
President
ACCELERATED HIGH YIELD INSTITUTIONAL INVESTORS, L.P.
BY: MacKENZIE PATTERSON, INC.,
GENERAL PARTNER
By: /s/ C. E. Patterson January 9, 1997
C. E. Patterson, Date
President
<PAGE>
CAL KAN, INC.
By: /s/ C. E. Patterson January 9, 1997
C. E. Patterson Date
President
STEVEN GOLD
By: /s/ Steven Gold January 9, 1997
Steven Gold Date
