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 June 30, 1996
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT
For the transition period.........to.........
Commission file number 0-13309
ANGELES PARTNERS XII
(Exact name of small business issuer as specified in its charter)
California 95-3903623
(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 PARTNERS XII
CONSOLIDATED BALANCE SHEET
(Unaudited)
(in thousands, except unit data)
June 30, 1996
<TABLE>
<CAPTION>
<S> <C> <C>
Assets
Cash and cash equivalents:
Unrestricted $ 4,075
Restricted--tenant security deposits 941
Accounts receivable, net of allowance of $28 172
Escrows for taxes 845
Restricted escrows 1,744
Other assets 2,120
Investment in, and advances of $142 to,
joint venture 151
Investment properties:
Land $ 10,341
Buildings and related personal property 87,914
98,255
Less accumulated depreciation (53,371) 44,884
$ 54,932
Liabilities and Partners' Deficit
Liabilities
Accounts payable $ 498
Tenant security deposits 893
Accrued taxes 1,016
Other liabilities 901
Mortgage notes payable 73,068
Partners' Deficit
General partner $ (600)
Limited partners (44,773 units
issued and outstanding) (20,844) (21,444)
<FN> $ 54,932
See Accompanying Notes to Consolidated Financial Statements
</TABLE>
b) ANGELES PARTNERS XII
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(in thousands, except unit data)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
June 30, June 30,
1996 1995 1996 1995
<S> <C> <C> <C> <C>
Revenues:
Rental income $ 5,046 $ 5,002 $ 10,047 $ 9,842
Other income 260 347 573 684
Total revenues 5,306 5,349 10,620 10,526
Expenses:
Operating 1,657 1,671 3,302 3,213
General and administrative 132 200 271 332
Maintenance 450 508 956 905
Depreciation 1,191 1,128 2,371 2,245
Interest 1,635 1,542 3,275 3,098
Property taxes 500 533 1,009 1,026
Bad debt expense 28 75 12 75
Total expenses 5,593 5,657 11,196 10,894
Loss before equity in income
(loss) of joint venture
and loss on disposal of asset (287) (308) (576) (368)
Equity in income (loss) of
joint venture 35 7 (58) (51)
Loss on disposal of asset (22) (4) (22) (27)
Net loss $ (274) $ (305) $ (656) $ (446)
Net loss allocated to
general partners (1%) $ (3) $ (3) $ (7) $ (4)
Net loss allocated to
limited partners (99%) (271) (302) (649) (442)
$ (274) $ (305) $ (656) $ (446)
Net loss per limited
partnership unit $ (6.05) $ (6.75) $ (14.50) $ (9.87)
<FN>
See Accompanying Notes to Consolidated Financial Statements
</TABLE>
c) ANGELES PARTNERS XII
CONSOLIDATED STATEMENT OF CHANGES IN PARTNERS' DEFICIT
(Unaudited)
(in thousands, except unit data)
<TABLE>
<CAPTION>
Limited
Partnership General Limited
Units Partners Partners Total
<S> <C> <C> <C> <C>
Original capital contributions 44,773 $ 1 $ 44,773 $ 44,774
Partners' deficit at
December 31, 1995 44,773 $ (593) $(20,195) $(20,788)
Net loss for the six months
ended June 30, 1996 -- (7) (649) (656)
Partners' deficit at
June 30, 1996 44,773 $ (600) $(20,844) $(21,444)
<FN>
See Accompanying Notes to Consolidated Financial Statements
</TABLE>
d) ANGELES PARTNERS XII
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(in thousands)
<TABLE>
<CAPTION>
Six Months Ended
June 30,
1996 1995
<S> <C> <C>
Cash flows from operating activities:
Net loss $ (656) $ (446)
Adjustments to reconcile net loss
to net cash provided by operating
activities:
Depreciation 2,371 2,245
Amortization of discounts, loan costs,
and leasing commissions 207 192
Bad debt 12 75
Loss on disposal of asset 22 27
Equity in loss of joint venture 58 51
Change in accounts:
Restricted cash (42) (25)
Accounts receivable (44) (38)
Escrows for taxes (246) 15
Other assets (9) (14)
Accounts payable (149) (406)
Tenant security deposit liabilities 30 29
Accrued taxes -- (51)
Other liabilities (16) 186
Net cash provided by operating activities 1,538 1,840
Cash flows from investing activities:
Property improvements and replacements (593) (482)
Deposits to restricted escrows (67) (904)
Withdrawals from restricted escrows -- 44
Advances to joint venture (89) --
Net cash used in investing activities (749) (1,342)
Cash flows from financing activities:
Payments on mortgage notes payable (357) (5,632)
Proceeds from refinance -- 6,600
Loan costs -- (214)
Net cash (used in) provided by
financing activities (357) 754
Net increase in cash 432 1,252
Cash and cash equivalents at beginning of period 3,643 2,047
Cash and cash equivalents at end of period $ 4,075 $ 3,299
Supplemental disclosure of cash flow information:
Cash paid for interest $ 3,084 $ 2,922
Property improvements and replacements
included in accounts payable $ 145 $ --
<FN>
See Accompanying Notes to Consolidated Financial Statements
</TABLE>
e) ANGELES PARTNERS XII
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 Angeles Realty Corporation II (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 and six months ended June 30, 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 Angeles Partners XII's (the "Partnership") 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 - Investment in Joint Venture
The Partnership owns a 44.5% interest in the Princeton Meadows Golf Course Joint
Venture ("Joint Venture"). The Partnership accounts for its interest in the
Joint Venture using the equity method of accounting.
The balance sheet of the Joint Venture is summarized as follows:
June 30, 1996
(in thousands)
Assets
Cash $ 292
Deferred charges and other assets 163
Investment properties, net 1,911
Total $ 2,366
Liabilities and Partners' Capital
Note payable to AMIT $ 1,567
Other liabilities 780
Partners' capital 19
Total $ 2,366
The statements of operations of the Joint Venture are summarized as follows:
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
June 30, June 30,
1996 1995 1996 1995
(in thousands) (in thousands)
<S> <C> <C> <C> <C>
Revenue $ 494 $ 379 $ 609 $ 484
Costs and expenses (416) (363) (740) (598)
Net income (loss) $ 78 $ 16 $ (131) $ (114)
</TABLE>
The Partnership's equity interest in the loss of the Joint Venture for the six
months ended June 30, 1996 and June 30, 1995, was $58,000 and $51,000,
respectively.
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 phosphorous
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 did not give 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 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 C - 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 for certain expenses incurred by
affiliates on behalf of the Partnership. The following amounts owed to the
Managing General Partner and affiliates for the six month periods ended June 30,
1996 and 1995, were paid or accrued:
1996 1995
(in thousands)
Property management fees $515 $507
Reimbursement for services of
affiliates 220 233
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 was later acquired by the
agent who placed the current year's master policy. The current agent assumed
the financial obligations of the affiliate of the Managing General Partner who
receives payments 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.
Angeles Mortgage Investment Trust ("AMIT"), a real estate investment trust,
provides financing to the Joint Venture, which is secured by the Joint
Venture's sole investment property known as the Princeton Meadows Golf Course,
in the amount of $1,567,000 at June 30, 1996. Interest expense on the debt of
the Joint Venture was $101,000 for each of the six months ended June 30, 1996
and 1995. Accrued interest was $19,000 at June 30, 1996.
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. These 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. 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.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS
The Partnership's investment properties consist of nine apartment complexes and
one commercial complex. The following table sets forth the average occupancy of
the properties for each of the six months ended June 30, 1996 and 1995:
Average
Occupancy
Property 1996 1995
Briarwood Apartments
Cedar Rapids, Iowa 97% 97%
Chambers Ridge Apartments (1)
Harrisburg, Pennsylvania 91% 91%
Gateway Gardens Apartments (2)
Cedar Rapids, Iowa 93% 98%
Hunters Glen-1 Apartments
Plainsboro, New Jersey 94% 95%
Hunters Glen-2 Apartments
Plainsboro, New Jersey 96% 95%
Hunters Glen-3 Apartments
Plainsboro, New Jersey 95% 94%
Pickwick Place Apartments
Indianapolis, Indiana 95% 93%
Southpointe Apartments (3)
Bedford Heights, Ohio 82% 84%
Twin Lake Towers Apartments
Westmont, Illinois 96% 97%
Cooper Pointe Plaza (4)
Olympia, Washington 89% 97%
(1) Chambers Ridge Apartment's occupancy is lower than most of the
Partnership's other investment properties due to saturation of the market
area in Harrisburg, Pennsylvania.
(2) Gateway Gardens Apartment's decrease in occupancy is due to a decline in
employment opportunities in the area.
(3) Southpointe Apartment's low occupancy is due to the poor condition of the
property and the upgrading of the tenant base.
(4) Cooper Point Plaza's decrease in occupancy is due to several smaller
tenants vacating. The Managing General Partner is changing the tenant mix
of this property and is optimistic about its future occupancy. In
addition, the Managing General Partner intends to upgrade the exterior of
this property in an effort to attract new tenants.
The Partnership generated net losses for the three and six months ended June 30,
1996, of $274,000 and $656,000, respectively, versus net losses for the three
and six months ended June 30, 1995 of $305,000 and $446,000, respectively. The
increased net loss for the six months ended June 30, 1996, versus the six months
ended June 30, 1995, can be attributed to an increase in expenses which are only
partially offset by an increase in rental income.
Rental revenue increased for the six months ended June 30, 1996, as compared to
the six months ended June 30, 1995. Pickwick Place Apartments, Hunters Glen-2
Apartments and Hunters Glen-3 Apartments all had an increase in rental income
consistent with their increase in occupancy, while Chambers Ridge Apartments and
Hunters Glen-1 Apartments had increased rental income due to an increase in
rental rates. These increases were only partially offset by a decrease in
rental income at Southpointe Apartments due to a decrease in occupancy.
Other income decreased for the three and six months ended June 30, 1996, as
compared to the three and six months ended June 30, 1995, due to a decrease in
lease cancellation fees and clubhouse revenues at Hunters Glen-2 Apartments,
Hunters Glen-3 Apartments and Pickwick Place Apartments. Also, deposit
forfeitures decreased at Cooper Point Plaza.
Contributing to the increase in expenses for the six months ended June 30, 1996,
as compared to the six months ended June 30, 1995, were increases in maintenance
and depreciation expense. Snow removal costs and utility expense both increased
as a result of the harsher winter in 1996. Also, Twin Lake Towers Apartments
completed a major landscaping project around the lake area on the property.
Depreciation expense increased as a result of placing more assets in service
subsequent to June 30, 1995. These increases in maintenance and depreciation
expense were partially offset by a decrease in general and administrative
expense which resulted from decreases in professional fees and cost
reimbursements for partnership administration services.
Bad debt expense for the six months ended June 30, 1996, results from an
increase in the reserve necessary at Cooper Point Plaza based on a review of
tenant accounts receivable. The loss on disposal of assets for the six months
ended June 30, 1996, was the result of the replacement of roofs at Twin Lake
Towers Apartments that were not yet fully depreciated.
The Partnership has a 44.5% investment in the Princeton Meadows Golf Course
Joint Venture. For the six months ended June 30, 1996 and June 30, 1995, the
Partnership realized equity in loss of the Joint Venture of $58,000 and $51,000,
respectively, as compared to an equity in income of the Joint Venture of $35,000
and $7,000 for the three months ended June 30, 1996, and June 30, 1995,
respectively. The increased loss at Princeton Meadows Golf Course can be
attributed to an increase in bad debt, insurance and maintenance expense. The
environmental issue at the property (See "Note B - Investment in Joint Venture")
necessitated a purchase of new insurance. The Partnership also implemented a
preventive maintenance program and repairs were made to the cart paths and
course. These increases in expenses were offset by an increase in revenues.
These revenue increases can be attributed to maintenance upgrades at the golf
course that have improved the appearance of the property.
The Managing General Partner continues to monitor the rental market environment
at its investment properties to assess the feasibility of increasing rents, to
maintain or increase the occupancy level and to protect the Partnership from
increases in expense. The Managing General Partner expects to be able, at a
minimum, to continue protecting the Partnership from inflation-related increases
in expenses by increasing rents and maintaining a high overall occupancy level.
However, rental concessions and rental reductions needed to offset softening
market conditions could affect the ability to sustain this plan.
At June 30, 1996, the Partnership had unrestricted cash of $4,075,000 compared
to $3,299,000 at June 30, 1995. Net cash provided by operating activities
decreased due to an increased net loss at June 30, 1996 (see discussion above).
Net cash used in investing activities decreased due to decreased deposits to
restricted escrows offset, in part, by increases in property improvements and
replacements and advances to the Joint Venture during the six months ended June
30, 1996. In conjunction with the refinancings of the debt secured by Pickwick
Place Apartments and Hunters Glen - 1 Apartments, the Partnership was required
to restrict certain funds in an escrow account at the time of the refinancings
in 1995. Proceeds from the refinance resulted in cash provided by financing
activities for the six months ended June 30, 1995.
The Managing General Partner has been unsuccessful in attempts to refinance the
$11,000,000 mortgage indebtedness secured by Southpointe Apartments which
matures July 1999 and carries a stated interest rate of 8.59%. This property
has increasing maintenance needs yet the cash flow of the property does not
support incurring such expenditures to adequately maintain the property. While
the mortgage is not in default at June 30, 1996, monthly payments of debt
service are usually late as the property rents for the current month are used to
pay the prior month's debt service. The lender has indicated that foreclosure
of the property will occur if the mortgage goes into default.
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. The
Partnership indebtedness amounts to $73,068,000, net of unamortized discounts,
with maturity dates ranging from July 1999 to September 2012, at which point
$63,821,000 of balloon payments will be due. Future cash distributions will
depend on the levels of net cash generated from operations, refinancings and
property sales. There were no cash distributions in the six months ended June
30, 1996, or June 30, 1995.
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
AMIT, a real estate investment trust, made a loan to the Joint Venture in
September 1991 in the original amount of $1,280,000, secured by the Joint
Venture's real property known as Princeton Meadows Golf Course. AMIT asserted
that this loan was recourse by virtue of an 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 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 the 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, 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. These 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 has not exerted, and continues to decline to exert, any management
control over or participate in the management of AMIT. 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.
The Managing General Partner is unaware of any other pending or outstanding
litigation that is not of a routine nature. The Managing General Partner
believes that all such pending or outstanding litigation will be resolved
without a material adverse effect upon the business, financial condition or
operations of the Partnership.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
a) Exhibits: Exhibit 27, Financial Data Schedule.
b) Reports on Form 8-K:
None filed during the quarter ended June 30, 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 PARTNERS XII
By: Angeles Realty Corporation II
Managing General Partner
By: /s/Carroll D. Vinson
Carroll D. Vinson
President
By: /s/Robert D. Long
Robert D. Long
Vice President/CAO
Date: August 9, 1996
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from Angeles
Partners XII 1996 Second Quarter 10-QSB and is qualified in its entirety by
reference to such 10-QSB filing.
</LEGEND>
<CIK> 0000720392
<NAME> ANGELES PARTNERS XII
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> JUN-30-1996
<CASH> 4,075
<SECURITIES> 0
<RECEIVABLES> 172
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0<F1>
<PP&E> 98,255
<DEPRECIATION> 53,371
<TOTAL-ASSETS> 54,932
<CURRENT-LIABILITIES> 0<F1>
<BONDS> 73,068
0
0
<COMMON> 0
<OTHER-SE> (21,444)
<TOTAL-LIABILITY-AND-EQUITY> 54,932
<SALES> 0
<TOTAL-REVENUES> 10,620
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 11,196
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 3,275
<INCOME-PRETAX> (656)
<INCOME-TAX> 0
<INCOME-CONTINUING> (656)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (656)
<EPS-PRIMARY> (14.50)<F2>
<EPS-DILUTED> 0
<FN>
<F1>The Registrant has an unclassified balance sheet.
<F2>Multiplier is 1.
</FN>
</TABLE>