FORM 10-QSB--QUARTERLY OR TRANSITIONAL REPORT UNDER SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
QUARTERLY OR TRANSITIONAL
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 September 30, 1997
[ ] TRANSITION REPORT PURSUANT TO 13 OR 15(D) OF THE SECURITIES EXCHANGE
ACT OF 1934
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)
(864) 239-1000
(Issuer's telephone number)
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)
September 30, 1997
<TABLE>
<CAPTION>
<S> <C> <C>
Assets
Cash and cash equivalents:
Unrestricted $ 5,961
Restricted--tenant security deposits 954
Investment in, and advances of $149 to,
Joint Venture 259
Accounts receivable, net of allowance for
doubtful accounts of $31 100
Escrows for taxes 436
Restricted escrows 1,269
Other assets 1,877
Investment properties:
Land $ 10,341
Buildings and related personal property 89,722
100,063
Less accumulated depreciation (59,450) 40,613
$ 51,469
Liabilities and Partners' Deficit
Liabilities
Accounts payable $ 192
Tenant security deposits 952
Accrued taxes 925
Other liabilities 1,270
Mortgage notes payable, including $11,000 in default 72,256
Partners' Deficit
General partners $ (626)
Limited partners (44,773 units issued and 44,718
units outstanding) (23,500) (24,126)
$ 51,469
<FN>
See Accompanying Notes to Consolidated Financial Statements
</FN>
</TABLE>
b) ANGELES PARTNERS XII
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(in thousands, except unit data)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30, September 30,
1997 1996 1997 1996
<S> <C> <C> <C> <C>
Revenues:
Rental income $ 5,010 $ 5,003 $ 14,937 $ 15,050
Other income 371 362 976 935
Total revenues 5,381 5,365 15,913 15,985
Expenses:
Operating 1,719 1,684 5,222 4,986
General and administrative 127 151 380 422
Maintenance 597 662 1,758 1,618
Depreciation 1,250 1,212 3,694 3,583
Interest 1,685 1,633 5,007 4,908
Property taxes 573 548 1,619 1,557
Bad debt (recovery) expense, net (92) 21 (149) 33
Total expenses 5,859 5,911 17,531 17,107
Loss before equity in income (loss)
of Joint Venture and loss on
disposal of asset (478) (546) (1,618) (1,122)
Equity in income (loss) of
Joint Venture 76 32 110 (26)
Loss on disposal of asset (28) -- (28) (22)
Net loss $ (430) $ (514) $ (1,536) $ (1,170)
Net loss allocated to
general partners (1%) $ (4) $ (5) $ (15) $ (12)
Net loss allocated to
limited partners (99%) (426) (509) (1,521) (1,158)
Net loss $ (430) $ (514) $ (1,536) $ (1,170)
Net loss per limited
partnership unit $ (9.53) $ (11.37) $ (34.01) $ (25.86)
<FN>
See Accompanying Notes to Consolidated Financial Statements
</FN>
</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, 1996 44,718 $ (611) $ (21,979) $ (22,590)
Net loss for the nine months
ended September 30, 1997 -- (15) (1,521) (1,536)
Partners' deficit at
September 30, 1997 44,718 $ (626) $ (23,500) $ (24,126)
<FN>
See Accompanying Notes to Consolidated Financial Statements
</FN>
</TABLE>
d) ANGELES PARTNERS XII
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(in thousands)
<TABLE>
<CAPTION>
Nine Months Ended
September 30,
1997 1996
<S> <C> <C>
Cash flows from operating activities:
Net loss $ (1,536) $ (1,170)
Adjustments to reconcile net loss
to net cash provided by operating activities:
Depreciation 3,694 3,583
Amortization of discounts, loan costs,
and leasing commissions 326 312
Bad debt (recovery) expense, net (149) 33
Loss on disposal of asset 28 22
Equity in (income) loss of Joint Venture (110) 26
Change in accounts:
Restricted cash (31) (89)
Accounts receivable 214 (87)
Escrows for taxes 282 46
Other assets (155) (53)
Accounts payable (401) (138)
Tenant security deposit liabilities 29 61
Accrued taxes (107) (111)
Other liabilities 554 255
Net cash provided by operating activities 2,638 2,690
Cash flows from investing activities:
Property improvements and replacements (981) (1,128)
Deposits to restricted escrows (204) (105)
Withdrawals from restricted escrows 272 --
Advances to Joint Venture (6) (89)
Net cash used in investing activities (919) (1,322)
Cash flows used in financing activities:
Payments on mortgage notes payable (585) (542)
Net increase in unrestricted cash and cash equivalents 1,134 826
Unrestricted cash and cash equivalents at
beginning of period 4,827 3,643
Unrestricted cash and cash equivalents at end of period $ 5,961 $ 4,469
Supplemental disclosure of cash flow information:
Cash paid for interest $ 4,183 $ 4,620
<FN>
See Accompanying Notes to Consolidated Financial Statements
</FN>
</TABLE>
e) ANGELES PARTNERS XII
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
NOTE A - BASIS OF PRESENTATION
The accompanying unaudited financial statements of Angeles Partners XII (the
"Partnership" or the "Registrant") 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 nine month periods ended September 30, 1997, are not necessarily
indicative of the results that may be expected for the fiscal year ending
December 31, 1997. 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, 1996.
Certain reclassifications have been made to the 1996 information to conform to
the 1997 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:
September 30, 1997
(in thousands)
Assets
Cash $ 279
Other assets 229
Investment property, net 2,020
Total $ 2,528
Liabilities and Partners' Capital
Note payable $ 1,567
Other liabilities 714
Partners' capital 247
Total $ 2,528
The statements of operations of the Joint Venture are summarized as follows:
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30, September 30,
1997 1996 1997 1996
(in thousands) (in thousands)
<S> <C> <C> <C> <C>
Revenues $ 620 $ 568 $ 1,361 $ 1,177
Costs and expenses (449) (495) (1,113) (1,235)
Net income (loss) $ 171 $ 73 $ 248 $ (58)
</TABLE>
The Partnership realized equity income of approximately $110,000 and equity loss
of approximately $26,000 in the Joint Venture for the nine months ended
September 30, 1997 and 1996, 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 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. If the costs of the clean-
up were to exceed the liability, funds from the property would be used to cover
the excess. The contracts have been executed and field work is in process, with
the expected completion date of the field work to be sometime in 1998. The
Managing General Partner is currently marketing the property for sale, however,
there can be no assurances at this time regarding the outcome of such efforts.
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 nine months ended September 30,
1997 and 1996, were paid or accrued:
1997 1996
(in thousands)
Property management fees $771 $777
Reimbursement for services of affiliates 307 343
Included in reimbursements for services of affiliates for the nine months ended
September 30, 1997 and 1996, is approximately $45,000 and $33,000, respectively,
of construction oversight costs.
For the period from January 1, 1996, to August 31, 1997, the Partnership insured
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 master
policy. The 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 that accrued to the
benefit of the affiliate of the Managing General Partner by virtue of the
agent's obligations was not significant.
The Partnership may make advances to the Joint Venture as deemed appropriate by
the Managing General Partner. These advances do not bear interest and do not
have stated terms of repayment.
Angeles Mortgage Investment Trust ("AMIT"), a real estate investment trust,
holds a note receivable from 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 approximately $1,567,000 at September 30, 1997. Interest
expense on the debt secured by the Joint Venture was approximately $147,000 and
$150,000 for the nine months ended September 30, 1997 and 1996, respectively.
MAE GP Corporation ("MAE GP"), an affiliate of the Managing General Partner,
owns 1,675,113 Class B Shares of AMIT. The terms of the Class B Shares provide
that they are convertable, in whole or in part, into Class A Shares on the basis
of 1 Class A Share for every 49 Class B Shares (however, in connection with the
settlement agreement described in the following paragraph, MAE GP has agreed not
to convert the Class B Shares so long as AMIT's option is outstanding). These
Class B Shares entitle MAE GP to receive 1% of the distributions of net cash
distributed by AMIT(however, in connection with the settlement agreement
described in the following paragraph, MAE GP has agreed to waive it's right to
receive dividends and distributions so long as AMIT's option is outstanding).
These Class B Shares also entitle MAE GP to vote on the same basis as Class A
Shares, providing MAE GP with approximately 39% of the total voting
power of AMIT (unless and until converted to Class A Shares, in which case the
percentage of the vote controlled represented by the shares held by MAE GP would
approximate 1.3% 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 and 1996 annual meetings 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. Subject to the terms of the proxy
described below, MAE GP may choose to vote these shares as it deems appropriate
in the future. In addition, Liquidity Assistance L.L.C., an affiliate of the
Managing General Partner and an affiliate of Insignia Financial Group, Inc.
("Insignia"), which provides property management and partnership administration
services to the Partnership, owns 96,800 Class A Shares of AMIT at September 30,
1997. These Class A Shares represent approximately 2.2% of the total voting
power of AMIT.
As part of a settlement of certain disputes with AMIT, MAE GP granted to AMIT an
option to acquire the Class B shares owned by it. 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. In connection with such settlement, AMIT delivered to MAE
GP cash in the sum of $250,000 at closing (which occurred April 14, 1995) as
payment for the option. If and when the option is exercised, AMIT will be
required to remit to MAE GP an additional $94,000.
Simultaneously with the execution of the option and as part of the settlement,
MAE GP executed an irrevocable proxy in favor of AMIT, the result of which is
that MAE GP is permitted 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 is obligated to deliver 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).
On April 3, 1997, Insignia and AMIT entered into a non-binding agreement in
principle contemplating, among other things, a business combination of AMIT and
Insignia Properties Trust, an entity owned 98% by Insignia and its affiliates
("IPT"). On July 18, 1997, IPT, Insignia and MAE GP entered into a definitive
merger agreement pursuant to which (subject to shareholder approval and certain
other conditions, including the receipt by AMIT of a fairness opinion from its
investment bankers) AMIT would be merged with and into IPT, with each Class A
Share and Class B Share being converted into 1.625 and 0.0332 common shares of
IPT, respectively. The foregoing exchange ratios are subject to adjustment to
account for dividends paid by AMIT from January 1, 1997 and dividends paid by
IPT from February 1, 1997. It is anticipated that Insignia (and its affiliates)
and MAE GP (and its affiliates) would own approximately 53.1% and 2.3%,
respectively, of post-merger IPT when this transaction is consummated.
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 the nine months ended September 30, 1997 and 1996:
Average Occupancy
Property 1997 1996
Briarwood Apartments 96% 96%
Cedar Rapids, Iowa
Chambers Ridge Apartments (1) 91% 91%
Harrisburg, Pennsylvania
Gateway Gardens Apartments 93% 94%
Cedar Rapids, Iowa
Hunters Glen - IV Apartments 96% 94%
Plainsboro, New Jersey
Hunters Glen - V Apartments 95% 95%
Plainsboro, New Jersey
Hunters Glen - VI Apartments 96% 95%
Plainsboro, New Jersey
Pickwick Place Apartments (2) 92% 95%
Indianapolis, Indiana
Southpointe Apartments (3) 63% 82%
Bedford Heights, Ohio
Twin Lake Towers Apartments 96% 96%
Westmont, Illinois
Cooper Point Plaza (4) 55% 71%
Olympia, Washington
1) Chambers Ridge Apartments has been adversely affected by increased market
competition, which resulted in decreased rentals and renewals. The Managing
General Partner plans to increase rental concessions in order to attract new
tenants.
2) The average occupancy of apartment complexes in the Indianapolis area is 90%
- 92%, therefore occupancy at Pickwick Place Apartments approximates the
average.
3) Southpointe Apartment's low occupancy is due to delays in renovations and
the poor condition of the property (see discussion below).
4) Cooper Point Plaza has been affected by the move out of several small
tenants. The Managing General Partner is in the process of making several
spaces "rent ready" and is also working to fill vacant spaces.
Additionally, the Managing General Partner is considering a complete re-
development of the exterior of the mall in 1998 in hopes that this may help
improve occupancy.
The Partnership incurred a net loss of approximately $430,000 and approximately
$1,536,000 for the three and nine month periods ended September 30, 1997, as
compared to a net loss of approximately $514,000 and approximately $1,170,000
for the three and nine month periods ended September 30, 1996. This increase in
net loss for the nine month period ended September 30, 1997, is due to a slight
decrease in rental income and an increase in expenses, offset partially by an
increase in equity income of the Joint Venture.
Rental revenue has decreased for the nine months ended September 30, 1997, as
compared to the nine months ended September 30, 1996, primarily due to decreases
in occupancy at Southpointe Apartments and Cooper Point Plaza.
Total expenses increased due to increases in operating, maintenance and interest
expenses, partially offset by decreases in bad debt and general and
administrative expenses. Operating expenses increased primarily due to an
increase in the number of corporate units available at Hunters Glen Apartments -
IV, V, and VI. Although these units are very profitable, the expenses
associated with operating these units are higher since they are fully furnished
and the utilities are included. Also, advertising expense increased at Pickwick
Place Apartments due to concessions made in an effort to increase occupancy.
Maintenance expense increased primarily as a result of ongoing improvement
projects at Southpointe Apartments, such as major parking lot repairs and
electrical work. There was also a major exterior painting project at Gateway
Gardens Apartments and an interior painting project at Pickwick Place
Apartments. The Managing General Partner has been unsuccessful in its attempts
to refinance Southpointe Apartment's mortgage indebtedness (see discussion
below), therefore, interest is now being accrued at the default rate of 10.59%.
This has led to an increase in interest expense on the mortgage debt secured by
Southpointe Apartments. The decrease in general and administrative expenses can
be attributed to a decrease in reimbursements for services of affiliates.
Bad debt recovery for the nine months ended September 30, 1997, results from a
reduction of the reserve necessary at Cooper Point Plaza and Southpointe
Apartments, based on a review of their tenant accounts receivable.
The Partnership has a 44.5% investment in the Princeton Meadows Golf Course
Joint Venture. For the three and nine months ended September 30, 1997, the
Partnership realized equity in income of the Joint Venture of $76,000 and
$110,000, respectively, as compared to equity in income and loss of the Joint
Venture of $32,000 and $26,000 for the three and nine months ended September 30,
1996, respectively. The improved performance of this property can be attributed
to an increase in revenue. These revenue increases are the result of maintenance
upgrades at the golf course that have improved the appearance of the property.
The completion of these upgrades in 1996 led to a decrease in expenses for the
nine months ended September 30, 1997.
The $22,000 loss on disposal of assets for the nine months ended September 30,
1996, was the result of the replacement of roofs at Twin Lake Towers Apartments
that were not fully depreciated. The $28,000 loss on disposal of assets for the
nine months ended September 30, 1997, was the result of balcony and carport
replacements at Twin Lake Towers Apartments and Pickwick Place Apartments. A
$10,000 loss was realized on the replacements of balconies at Twin Lake Towers
Apartments and a loss of $18,000 was realized on the replacement of carports at
Pickwick Place Apartments.
Included in maintenance expense at September 30, 1997, and September 30, 1996,
is $272,000 and $99,000, respectively, of major repairs and maintenance. At
September 30, 1997, this is mainly comprised of major landscaping, parking lot
repairs, exterior painting and window covering replacements. At September 30,
1996, this is mainly comprised of major landscaping, swimming pool repairs and
window covering replacements.
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 the burden of 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 September 30, 1997, the Partnership held unrestricted cash and cash
equivalents of approximately $5,961,000, compared to approximately $4,469,000 at
September 30, 1996. Net cash provided by operating activities decreased only
slightly for the nine months ended September 30, 1997, versus the nine months
ended September 30, 1996, despite an increased net loss. Contributing to the
decrease in net cash provided by operating activities is a decrease in accounts
payable, partially offset by an increase in other liabilities and a decrease in
accounts receivable and escrows for taxes. Accounts payable decreased primarily
due to the paydown of accounts payable at Southpointe Apartments. Other
liabilities increased due to the accrual of interest at the default interest
rate on the debt secured by Southpointe Apartments, as mentioned above.
Accounts receivable decreased for the nine months ended September 30, 1997, due
to the collection of tenant accounts receivable. Escrows for taxes decreased
due to the timing of property tax payments at some of the investment properties.
Net cash used in investing activities decreased as a result of decreased
advances to the Joint Venture, decreased property improvements and replacements
and an increase in withdrawals from restricted escrows, partially offset by
increased deposits to restricted escrows during the first nine months of 1997.
Net cash used in financing activities resulted from principal payments made on
the mortgage notes payable for the nine months ended September 30, 1997.
As mentioned previously, the Managing General Partner has so far 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, some of
which have been completed as of September 30, 1997. The mortgage has been in
default since April due to non-payment of the monthly debt-service requirements.
However, a good faith payment of the normal monthly interest amount was paid in
the third quarter of 1997. In the past, monthly payments of debt service have
usually been late, as the property rents for the current month are used to pay
the prior month's debt service. The Managing General Partner is currently in
negotiations with the lender regarding this indebtedness, however there can be
no assurances that such negotiations will lead to a refinance or restructure of
this debt. In February 1997, the tenants at Southpointe Apartments orchestrated
a rent strike. The tenants demanded that until certain capital improvements
were made at the property, rents would be held in escrow. The Managing General
Partner negotiated with the attorney for the tenants regarding the tenant
complaints. At September 30, 1997, certain improvements had been made and the
remaining rents were released from escrow.
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 $72,256,000, 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 during the nine months ended
September 30, 1997, or September 30, 1996.
PART II - OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
a) Exhibits:
Exhibit 27 is filed as an exhibit to this report.
b) Reports on Form 8-K:
None filed during the three months ended September 30, 1997.
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: November 10, 1997
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from Angeles
Partners XII 1997 Third 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> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> SEP-30-1997
<CASH> 5,961
<SECURITIES> 0
<RECEIVABLES> 100
<ALLOWANCES> 31
<INVENTORY> 0
<CURRENT-ASSETS> 0<F1>
<PP&E> 100,063
<DEPRECIATION> 59,450
<TOTAL-ASSETS> 51,469
<CURRENT-LIABILITIES> 0<F1>
<BONDS> 72,256
0
0
<COMMON> 0
<OTHER-SE> (24,126)
<TOTAL-LIABILITY-AND-EQUITY> 51,469
<SALES> 0
<TOTAL-REVENUES> 15,913
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 17,531
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 5,007
<INCOME-PRETAX> (1,536)
<INCOME-TAX> 0
<INCOME-CONTINUING> (1,536)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (1,536)
<EPS-PRIMARY> (34.01)<F2>
<EPS-DILUTED> 0
<FN>
<F1>Registrant has an unclassified balance sheet.
<F2>Multiplier is 1.
</FN>
</TABLE>
