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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. 3)
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ANGELES INCOME PROPERTIES, LTD. II
(Name of Subject Company)
BROAD 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
200 PARK AVENUE
NEW YORK, NEW YORK 10166
(212) 878-8000
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This Amendment No. 3 amends and supplements the Tender Offer
Statement on Schedule 14D-1 originally filed with the Commission on April 27,
1998, as amended by Amendment No.1 filed with the Commission on May 8, 1998 and
Amendment No. 2 filed with the Commission on May 26, 1998 (the "Statement") by
Broad River Properties, L.L.C. (the "Purchaser"), Insignia Properties, L.P.,
Insignia Properties Trust and Insignia Financial Group, Inc., relating to the
tender offer of the Purchaser to purchase up to 40,000 of the outstanding units
of limited partnership interest (the "Units") of Angeles Income Properties,
Ltd. II, at a purchase price of $160 per Unit, net to the seller in cash, upon
the terms and subject to the conditions set forth in the Offer to Purchase
dated April 24, 1998 (the "Offer to Purchase"), the First Supplement to the
Offer to Purchase, dated May 8, 1998 (the "Supplement"), 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,
the Supplement and the Statement.
ITEM 10. ADDITIONAL INFORMATION.
(f) The Offer has been extended to 5:00 p.m., New York time, on
Tuesday, June 2, 1998. On June 1, 1998, the Purchaser issued a press release
announcing such extension and reporting that 8,939 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. 3 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
June 1, 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: June 1, 1998
BROAD 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
3
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EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
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(a)(8) Text of press release issued by the Purchaser on June 1, 1998.
4
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EXHIBIT (A)(8)
BROAD 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
GREENVILLE, SOUTH CAROLINA, June 1, 1998--Broad River Properties,
L.L.C. today announced that it has extended the expiration date of its
outstanding tender offer for limited partnership interests in Angeles Income
Properties, Ltd. II. The expiration date for the tender offer has been extended
to 5:00 p.m., New York time, on Tuesday, June 2, 1998. The offer was previously
scheduled to expire at 5:00 p.m. on Friday, May 29, 1998.
Broad River reported, based on information provided by the depositary
for the offer, that as of the close of business on May 29, 1998, approximately
8,939 interests had been tendered pursuant to the offer.
For further information, please contact Beacon Hill Partners at (800)
854-9486, which is acting as the Information Agent for the offer.
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