FORM 10-QSB.--QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Quarterly or Transitional Report
(As last amended by 34-32231, eff. 6/3/93.)
U.S. Securities and Exchange Commission
Washington, D.C. 20549
Form 10-QSB
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended March 31, 1996
[] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT
For the transition period.........to.........
Commission file number 0-11767
ANGELES INCOME PROPERTIES, LTD. II
(Exact name of small business issuer as specified in its charter)
California 95-3793526
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
One Insignia Financial Plaza, P.O. Box 1089
Greenville, South Carolina 29602
(Address of principal executive offices) (Zip Code)
Issuer's telephone number (864) 239-1000
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 INCOME PROPERTIES, LTD. II
CONSOLIDATED BALANCE SHEET
(Unaudited)
(in thousands, except unit data)
March 31, 1996
Assets
Cash and cash equivalents:
Unrestricted $ 1,906
Restricted--tenant security deposits 247
Accounts receivable (net of allowance for
doubtful accounts of $69) 104
Escrows for taxes 185
Restricted escrows 430
Other assets 497
Investment in, and advances of $43 to, 35
Joint Venture
Investment properties
Land $ 2,197
Buildings and related personal property 32,408
34,605
Less accumulated depreciation (21,718) 12,887
$ 16,291
Liabilities and Partners' Deficit
Liabilities
Accounts payable $ 89
Tenant security deposits 245
Accrued taxes 189
Other liabilities 279
Mortgage notes payable 16,656
Partners' Deficit
General partners $ (450)
Limited partners (99,851 units issued and
outstanding) (717) (1,167)
$ 16,291
See Accompanying Notes to Consolidated Financial Statements
b) ANGELES INCOME PROPERTIES, LTD. II
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(in thousands, except unit data)
Three Months Ended
March 31,
1996 1995
Revenues:
Rental income $ 1,609 $ 1,912
Other income 69 70
Total revenues 1,678 1,982
Expenses:
Operating 452 608
General and administrative 88 79
Maintenance 172 141
Depreciation 433 572
Interest 396 578
Property taxes 133 125
Bad debt expense 38 --
Total expenses 1,712 2,103
Equity in loss of Joint Venture (30) (19)
Gain on transfer of property in foreclosure -- 1,385
Loss on disposal of property -- (40)
(Loss) income before extraordinary item (64) 1,205
Extraordinary gain on extinguishment of debt -- 551
Net (loss) income $ (64) $ 1,756
Net (loss) income allocated to
general partners (1%) $ (1) $ 18
Net (loss) income allocated to
limited partners (99%) (63) 1,738
$ (64) $ 1,756
Per limited partnership unit:
(Loss) income before extraordinary item $ (.63) $ 11.95
Extraordinary gain on debt -- 5.46
Net (loss) income $ (.63) $ 17.41
See Accompanying Notes to Consolidated Financial Statements
c) ANGELES INCOME PROPERTIES, LTD. II
CONSOLIDATED STATEMENT OF CHANGES IN PARTNERS' DEFICIT
(Unaudited)
(in thousands, except unit data)
<TABLE>
<CAPTION>
Limited
Partnership General Limited
Unit Partners Partners Total
<S> <C> <C> <C> <C>
Original capital contributions 100,000 $ 1 $ 50,000 $ 50,001
Partners' deficit
at December 31, 1995 99,851 $ (449) $ (654) $ (1,103)
Net loss for the three months
ended March 31, 1996 -- (1) (63) (64)
Partners' deficit
at March 31, 1996 99,851 $ (450) $ (717) $ (1,167)
<FN>
See Accompanying Notes to Consolidated Financial Statements
</TABLE>
d) ANGELES INCOME PROPERTIES, LTD. II
(Unaudited)
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
1996 1995
<S> <C> <C>
Cash flows from operating activities:
Net (loss) income $ (64) $ 1,756
Adjustments to reconcile net (loss) income to net
cash provided by operating activities:
Bad debt expense 38 --
Depreciation 433 572
Amortization of discounts, loan costs and lease
commissions 30 39
Equity in loss of joint venture 30 19
Gain on transfer of property in foreclosure -- (1,385)
Extraordinary gain on extinguishment of debt -- (551)
Loss on disposal of asset -- 40
Change in accounts:
Restricted cash (2) (10)
Accounts receivable (32) (26)
Escrows for taxes (89) (76)
Other assets (10) 6
Accounts payable (58) (89)
Tenant security deposit liabilities 2 6
Accrued taxes 75 66
Other liabilities 34 138
Net cash provided by operating activities 387 505
Cash flows from investing activities:
Property improvements and replacements (64) (146)
Deposits to restricted escrows (16) (34)
Receipts from restricted escrows -- 25
Advances to Joint Venture (29) --
Net cash used in investing activities (109) (155)
Cash flows from financing activities:
Loan costs (10) --
Payments on mortgage notes payable (70) (63)
Net cash used in financing activities (80) (63)
Net increase in cash balance 198 287
Cash at beginning of period 1,708 1,063
Cash at end of period $ 1,906 $ 1,350
Supplemental disclosure of cash flow information:
Cash paid for interest $ 370 $ 377
<FN>
See Accompanying Notes to Consolidated Financial Statements
</TABLE>
e) ANGELES INCOME PROPERTIES, LTD. II
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Note A - Basis of Presentation
The accompanying unaudited financial statements have been prepared in accordance
with generally accepted accounting principles for interim financial information
and with the instructions to Form 10-QSB and Item 310(b) of Regulation S-B.
Accordingly, they do not include all of the information and footnotes required
by generally accepted accounting principles for complete financial statements.
In the opinion of the Managing General Partner, all adjustments (consisting of
normal recurring accruals) considered necessary for a fair presentation have
been included. Operating results for the three month period ended March 31,
1996, are not necessarily indicative of the results that may be expected for the
fiscal year ending December 31, 1996. For further information, refer to the
financial statements and footnotes thereto included in the Partnership's annual
report on Form 10-KSB for the fiscal year ended December 31, 1995.
Certain reclassifications have been made to the 1995 information to conform to
the 1996 presentation.
Note B - Transactions with Affiliated Parties
The Partnership has no employees and is dependent on the Managing General
Partner and its affiliates for the management and administration of all
partnership activities. The Partnership Agreement provides for payments to
affiliates for services and as reimbursement of certain expenses incurred by
affiliates on behalf of the Partnership. The following payments were paid to
the Managing General Partner and affiliates for the three months ended March 31,
1996 and 1995:
1996 1995
(in thousands)
Property management fees $79 $92
Reimbursements for services
of affiliates 49 67
The Partnership insures its properties under a master policy through an agency
and insurer unaffiliated with the Managing General Partner. An affiliate of the
Managing General Partner acquired, in the acquisition of a business, certain
financial obligations from an insurance agency which were later acquired by the
agent who placed the current year's master policy. The current agent assumed
the financial obligations to the affiliate of the Managing General Partner, who
receives payment on these obligations from the agent. The amount of the
Partnership's insurance premiums accruing to the benefit of the affiliate of the
Managing General Partner by virtue of the agent's obligations is not
significant.
Note B - Transactions with Affiliated Parties - (continued)
Angeles Mortgage Investment Trust, ("AMIT"), a real estate investment trust,
provided financing to the Princeton Meadows Golf Course Joint Venture ("Joint
Venture") which is secured by the Joint Venture's investment property known as
the Princeton Meadows Golf Course, in the original amount of $1,280,000 (see
"Part II, Item 1. Legal Proceedings").
MAE GP Corporation ("MAE GP"), an affiliate of the Managing General Partner,
owns 1,675,113 Class B Shares of AMIT. MAE GP has the option to convert these
Class B Shares, in whole or in part, into Class A Shares on the basis of 1 Class
A Share for every 49 Class B Shares. These Class B Shares entitle MAE GP to
receive 1.2% of the distributions of net cash distributed by AMIT. The Class B
Shares also entitle MAE GP to vote on the same basis as Class A Shares which
allows MAE GP to vote approximately 37% of the total Shares (unless and until
converted to Class A Shares at which time the percentage of the vote controlled
represented by the Shares held by MAE GP would approximate 1.2% of the vote).
Between the date of acquisition of these Shares (November 24, 1992) and March
31, 1995, MAE GP declined to vote these Shares. Since that date, MAE GP voted
its shares at the 1995 annual meeting in connection with the election of
trustees and other matters. MAE GP has not exerted, and continues to decline to
exert, any management control over or participate in the management of AMIT.
MAE GP may choose to vote these shares as it deems appropriate in the future.
In addition, Liquidity Assistance, LLC, ("LAC"), an affiliate of the Managing
General Partner and an affiliate of Insignia Financial Group, Inc., which
provides property management and partnership administration services to the
Partnership, owns 63,200 Class A Shares of AMIT. These Class A Shares entitle
LAC to vote approximately 1.5% of the total shares.
As part of a settlement of certain disputes with AMIT, MAE GP granted to AMIT an
option to acquire the Class B Shares. This option can be exercised at the end
of 10 years or when all loans made by AMIT to partnerships affiliated with MAE
GP as of November 9, 1994, (which is the date of execution of a definitive
Settlement Agreement) have been paid in full, but in no event prior to November
9, 1997. AMIT delivered to MAE GP cash in the sum of $250,000 at closing, which
occurred April 14, 1995, as payment for the option. Upon exercise of the
option, AMIT would remit to MAE GP an additional $94,000.
Simultaneously with the execution of the option, MAE GP executed an irrevocable
proxy in favor of AMIT the result of which is MAE GP will be able to vote the
Class B Shares on all matters except those involving transactions between AMIT
and MAE GP affiliated borrowers or the election of any MAE GP affiliate as an
officer or trustee of AMIT. On those matters, MAE GP granted to the AMIT
trustees, in their capacity as trustees of AMIT, proxies with regard to the
Class B Shares instructing such trustees to vote said Class B Shares in
accordance with the vote of the majority of the Class A Shares voting to be
determined without consideration of the votes of "Excess Class A Shares" as
defined in Section 6.13 of the Declaration of Trust of AMIT.
Note C - Investment in Joint Venture
The Partnership owns a 14.4% interest in the Joint Venture. The Partnership
accounts for the Joint Venture on the equity method. AMIT currently provides
financing to the Joint Venture, secured by the investment property, in the
amount of $1,567,000.
Condensed balance sheet information of the Joint Venture is as follows:
March 31, 1996
(in thousands)
Assets
Cash $ 342
Deferred charges and other assets 131
Investment properties, net 1,893
Total $ 2,366
Liabilities and Partners' Deficit
Notes payable to AMIT $ 1,567
Other liabilities 858
Partners' deficit (59)
Total $ 2,366
The condensed profit and loss statement the Joint Venture are summarized as
follows:
Three Months Ended
March 31,
1996 1995
(in thousands)
Revenue $115 $105
Costs and expenses (324) (235)
Net loss $(209) $(130)
The Partnership's equity interest in the loss of the Joint Venture for the three
months ended March 31, 1996, was $30,000 and was $19,000 for the three months
ended March 31, 1995.
Note C - Investment in Joint Venture - (continued)
The Princeton Meadows Golf Course property had an underground fuel storage tank
that was removed in 1992. This fuel storage tank caused contamination to the
area. Management installed monitoring wells in the area where the tank was
formerly buried. Some samples from these wells indicated lead and phosphorus
readings that were higher than the range prescribed by the New Jersey Department
of Environmental Protection ("DEP"). The Joint Venture notified DEP of the
findings when they were first discovered. However, DEP had not given any
directives as to corrective action until late 1995.
In November 1995, representatives of the Joint Venture and the New Jersey DEP
met and developed a plan of action to clean-up the contamination site at
Princeton Meadows Golf Course. The Joint Venture has engaged an engineering
firm to conduct consulting and compliance work and a second firm to perform the
field work necessary for the clean-up. The Joint Venture has recorded a
liability of $199,000 for the costs of the clean-up. The contracts have been
executed and work has commenced with the expected completion date to be sometime
in late 1996. The Managing General Partner believes the liability recorded is
sufficient to cover all costs associated with this incident.
Note D - Foreclosure of Executive Plaza
On March 20, 1995, the Partnership negotiated a Deed in Lieu of Foreclosure for
Executive Plaza Office Park located in Huntsville, Alabama. The total
outstanding debt on the property at the time of foreclosure was $6,430,000
including $443,000 in accrued interest. The net gain on foreclosure amounted to
$1,936,000 of which $1,385,000 represented a gain on transfer of property in
foreclosure and $551,000 represented a gain on the extinguishment of related
debt. The gain on transfer of assets represents the difference between fair
value and the net book value of the property surrendered. The extraordinary
gain represents the difference between the settlement amount of the debt and the
recorded amount of the debt extinguished pursuant to the foreclosure.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS
Results of Operations
The Partnership's investment properties consist of three apartment complexes and
one commercial property. The following table sets forth the average occupancy
of the properties for the three months ended March 31, 1996 and March 31, 1995:
Average
Occupancy
Property 1996 1995
Atlanta Crossing Shopping Center 90% 87%
Montgomery, Alabama
Deer Creek Apartments 95% 95%
Plainsboro, New Jersey
Georgetown Apartments 98% 97%
South Bend, Indiana
Landmark Apartments 95% 97%
Raleigh, North Carolina
The Partnership's net loss for the three months ended March 31, 1996, was
$64,000 versus net income of $1,756,000 for the three months ended March 31,
1995. The decrease in net income is due primarily to the gain on foreclosure of
Executive Plaza Office Park on March 20, 1995 (see discussion below).
As a result of the foreclosure, the Partnership realized a decrease in rental
income as well as a decrease in the following expenses: operating,
depreciation, and interest expense. Maintenance expense increased due to an
increase in snow removal costs at Deer Creek Apartments and Landmark Apartments
due to the harsh winter in 1996. The Managing General Partner determined that
past due amounts, from tenants of the Atlanta Crossing Shopping Center and
Landmark Apartments, amounting to $38,000 were uncollectible, and therefore were
reserved, resulting in bad debt expense for the three months ended March 31,
1996. Georgetown Apartments and Deer Creek Apartments realized losses on
disposal of property during the first three months of 1995. These losses
related to the write-offs of roofs due to replacement. These roofs were not
fully depreciated at the time of the replacement.
The Partnership has a 14.4% investment in the Princeton Meadows Golf Course
Joint Venture. For the three months ended March 31, 1996, the Partnership
realized equity in loss of the Joint Venture of $30,000 as compared to $19,000
for the three months ended March 31, 1995. The increased loss at Princeton
Meadows Golf Course can be attributed to an increase in bad debt, insurance, and
maintenance and repairs expense. The property's environmental issues (see "Note
C - Investment in Joint Venture") necessitated a purchase of new insurance. The
golf course also implemented a preventative maintenance program and repairs were
made to the cart paths and course.
On March 20, 1995, the Partnership negotiated a Deed in Lieu of Foreclosure for
Executive Plaza Office Park located in Huntsville, Alabama, and as a result, the
property was transferred to the wrap note holder. The Managing General Partner
believed the Deed In Lieu of Foreclosure was in the best interest of the
Partnership. The net gain on foreclosure amounted to $1,936,000 of which
$1,385,000 represented a gain on transfer of property in foreclosure and
$551,000 represented a gain on the extinguishment of related debt.
As part of the ongoing business plan of the Partnership, the Managing General
Partner monitors the rental market environment of each of its investment
properties to assess the feasibility of increasing rents, maintaining or
increasing occupancy levels and protecting the Partnership from increases in
expense. As part of this plan, the Managing General Partner attempts to protect
the Partnership from the burden of inflation-related increases in expenses by
increasing rents and maintaining a high overall occupancy level. However, due
to changing market conditions, which can result in the use of rental concessions
and rental reductions to offset softening market conditions, there is no
guarantee that the Managing General Partner will be able to sustain such a plan.
At March 31 1996, the Partnership had unrestricted cash of $1,906,000 versus
$1,350,000 at March 31, 1995. Net cash provided by operating activities
decreased primarily as a result of the decreased income for the three months
ended March 31, 1996, as compared to the three months ended March 31, 1995. Net
cash used in investing activities increased due to a decrease in property
improvements and replacements. Net cash used in financing activities increased
due to additional loan costs incurred during the first three months of 1996 and
due to increased payments on mortgage notes payable.
The first mortgages secured by Deer Creek Apartments and Landmark Apartments
mature July 1996 and July 1997, respectively. The principal amounts due at
maturity total $10,973,000. The Managing General Partner is currently
negotiating a refinance of this indebtedness, however, the outcome of such
negotiations cannot presently be determined.
The sufficiency of existing liquid assets to meet future liquidity and capital
expenditure requirements is directly related to the level of capital
expenditures required at the property to adequately maintain the physical assets
and other operating needs of the Partnership. Such assets are currently thought
to be sufficient for any near-term needs of the Partnership. The mortgage
indebtedness of $16,656,000 is being amortized over 30 years, 28.67 years and 20
years with maturity dates of July 1996, October 2003 and July 1997. The second
mortgage on Georgetown Apartments is interest only with the principal balance
due October 2003. Future cash distributions will depend on the levels of net
cash generated from operations, refinancings, property sale and the availability
of cash reserves.
The Partnership's primary source of cash is from the operations of its
properties and from financing placed on such properties. Cash from these
sources is utilized for property operations, capital improvements, and/or
repayment of debt. The sufficiency of existing liquid assets to meet future
liquidity and capital expenditure requirements is directly related to the level
of capital expenditures required at the investment properties to adequately
maintain the physical assets and other operating needs of the Partnership.
Future cash distributions will depend on the levels of net cash generated from
operations, refinancings and property sales. At this time, the Managing General
Partner does not anticipate a cash distribution during fiscal 1996.
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
Angeles Mortgage Investment Trust ("AMIT"), a real estate investment trust, made
a loan to the Joint Venture on a non-recourse basis in September 1991, in the
amount of $1,280,000 secured by the Joint Venture's real property known as
Princeton Meadows Golf Course. AMIT asserts that the loan is recourse by virtue
of a certain amendment purportedly entered into as of November 1, 1992, but
which the Partnership and the Joint Venture have been informed and believe were
actually executed in December of 1992 ("Note Modification"). The Partnership
and the Joint Venture have been further informed and believe that the amendment
was executed at the direction of Angeles Corporation ("Angeles") by an
individual in his purported capacity as an officer of the Managing General
Partner of the Partnership and the Joint Venture at a time when such person was
not in fact an officer of such entities. Accordingly, the Partnership and the
Joint Venture filed Proofs of Claim in the Angeles bankruptcy proceeding with
respect to such purported amendment. Additionally, the Partnership and the
Joint Venture filed a Proof of Claim in the Angeles Funding Corporation and
Angeles Real Estate Corporation bankruptcy proceedings on similar grounds. Both
Angeles Funding Corporation and Angeles Real Estate Corporation are affiliates
of Angeles. Angeles has agreed to cooperate with the Partnership and the Joint
Venture in any action commenced by or against them by AMIT asserting that the
original $1,280,000 obligation owed to AMIT is recourse to the Partnership.
Angeles further agreed to waive the attorney-client privilege with respect to
any information relating to the Note Modification. Accordingly, the Partnership
and the Joint Venture withdrew their Proofs of Claim on August 9, 1995. The
Partnership continues to have discussions with AMIT regarding resolution of this
issue. No agreement has been reached with AMIT at this time.
MAE GP Corporation ("MAE GP"), an affiliate of the Managing General Partner,
owns 1,675,113 Class B Shares of AMIT. MAE GP has the option to convert these
Class B Shares, in whole or in part, into Class A Shares on the basis of 1 Class
A Share for every 49 Class B Shares. These Class B Shares entitle MAE GP to
receive 1.2% of the distributions of net cash distributed by AMIT. The Class B
Shares also entitle MAE GP to vote on the same basis as Class A Shares which
allows MAE GP to vote approximately 37% of the total Shares (unless and until
converted to Class A Shares at which time the percentage of the vote controlled
represented by the Shares held by MAE GP would approximate 1.2% of the vote).
Between the date of acquisition of these Shares (November 24, 1992) and March
31, 1995, MAE GP has declined to vote these shares. Since that date, MAE GP
voted its shares at the 1995 annual meeting in connection with the election of
trustees and other matters. MAE GP has not exerted, and continues to decline to
exert, any management control over or participate in the management of AMIT.
MAE GP may choose to vote these shares as it deems appropriate in the future.
In addition, Liquidity Assistance, LLC, ("LAC"), an affiliate of the Managing
General Partner and an affiliate of Insignia Financial Group, Inc., which
provides property management and partnership administration services to the
Partnership, owns 63,200 Class A Shares of AMIT. These Class A Shares entitle
LAC to vote approximately 1.5% of the total shares.
As part of a settlement of certain disputes with AMIT, MAE GP granted to AMIT an
option to acquire the Class B Shares. This option can be exercised at the end
of 10 years or when all loans made by AMIT to partnerships affiliated with MAE
GP as of November 9, 1994, (which is the date of execution of a definitive
Settlement Agreement) have been paid in full, but in no event prior to November
9, 1997. AMIT delivered to MAE GP cash in the sum of $250,000 at closing, which
occurred April 14, 1995, as payment for the option. Upon exercise of the
option, AMIT would remit to MAE GP an additional $94,000.
Simultaneously with the execution of the option, MAE GP executed an irrevocable
proxy in favor of AMIT the result of which is MAE GP will be able to vote the
Class B Shares on all matters except those involving transactions between AMIT
and MAE GP affiliated borrowers or the election of any MAE GP affiliate as an
officer or trustee of AMIT. On those matters, MAE GP granted to the AMIT
trustees, in their capacity as trustees of AMIT, proxies with regard to the
Class B Shares instructing such trustees to vote said Class B Shares in
accordance with the vote of the majority of the Class A Shares voting to be
determined without consideration of the votes of "Excess Class A Shares" as
defined in section 6.13 of the Declaration of Trust of AMIT.
Also, Angeles, either directly or through an affiliate, maintained a central
disbursement account (the "Account") for the properties and partnerships managed
by Angeles and its affiliates, including the Registrant. Angeles caused the
Partnership to make deposits to the Account ostensibly to fund the payment of
certain obligations of the Partnership. Angeles further caused checks on such
Account to be written to or on behalf of certain other partnerships. At least
$63,412 deposited by or on behalf of the Partnership was used for purposes other
than satisfying the liabilities of the Partnership. Accordingly, the
Partnership filed a Proof of Claim in the Angeles bankruptcy proceedings for
such amount. However, subsequently the Managing General Partner of the
Partnership determined that the cost involved to pursue such claim would likely
exceed any amount received, if in fact such claim were to be resolved in favor
of the partnership. Therefore, the Partnership withdrew this claim on August 9,
1995.
Except as mentioned above, the Partnership is not involved in any legal
proceedings other than those arising in the normal course of business. The
Managing General Partner believes that any losses experienced as a result of
such proceedings will not have a material adverse effect upon the Partnership's
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 three months ended March 31, 1996.
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 INCOME PROPERTIES, LTD. II
By: Angeles Realty Corporation II
Managing General Partner
By: /s/Carroll D. Vinson
Carroll D. Vinson
President
By: /s/Robert D. Long, Jr.
Robert D. Long, Jr.
Vice President/CAO
Date: May 10, 1996
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from Angeles
Income Properties Ltd II's 1996 First Quarter 10-QSB and is qualified in its
entirety by reference to such 10-QSB filing.
</LEGEND>
<CIK> 0000711642
<NAME> ANGELES INCOME PROPERTIES LTD. II
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> MAR-31-1996
<CASH> 1,906
<SECURITIES> 0
<RECEIVABLES> 104
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 2,872
<PP&E> 34,605
<DEPRECIATION> 21,718
<TOTAL-ASSETS> 16,291
<CURRENT-LIABILITIES> 523
<BONDS> 16,656
0
0
<COMMON> 0
<OTHER-SE> (1,167)
<TOTAL-LIABILITY-AND-EQUITY> 16,291
<SALES> 0
<TOTAL-REVENUES> 1,678
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 1,712
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 396
<INCOME-PRETAX> (64)
<INCOME-TAX> 0
<INCOME-CONTINUING> (64)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (64)
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
