FORM 10-KSB--ANNUAL OR TRANSITIONAL REPORT UNDER
SECTION 13 OR 15 (D)
FORM 10-KSB
(Mark One)
[X] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES AND
EXCHANGE ACT OF 1934 [No Fee Required]
For the fiscal year ended December 31, 1997
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 [No Fee Required]
For the transition period from to
Commission file number 0-14283
ANGELES INCOME PROPERTIES, LTD. IV
(NAME OF SMALL BUSINESS ISSUER IN ITS CHARTER)
California
(State or other jurisdiction of 95-3974194
incorporation or organization) (I.R.S. Employer
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
Securities registered under Section 12(b) of the Exchange Act:
None
Securities registered under Section 12(g) of the Exchange Act:
Limited Partnership Units
(Title of class)
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 [ ]
Check if there is no disclosure of delinquent filers in response to Item 405 of
Regulation S-B contained in this form, and no disclosure will be contained, to
the best of registrant's knowledge in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-KSB or any amendment to
this Form 10-KSB. [X]
State issuer's revenues for its most recent fiscal year. $4,557,000
State the aggregate market value of the voting partnership interests held by
nonaffiliates computed by reference to the price at which the partnership
interests were sold, or the average bid and asked prices of such partnership
interests, as of a specified date within the past 60 days. Market value
information for Registrant's partnership interests is not available. Should a
trading market develop for these interests, it is the General Partner's belief
that the aggregate market value of the voting partnership interests would not
exceed $25 million.
DOCUMENTS INCORPORATED BY REFERENCE
NONE
PART I
ITEM 1. DESCRIPTION OF BUSINESS
Angeles Income Properties, Ltd. IV (the "Partnership" or "Registrant") is a
publicly-held limited partnership organized under the California Uniform Limited
Partnership Act pursuant to the Certificate and Agreement of Limited Partnership
(hereinafter referred to as the "Agreement") dated June 29, 1984. The
Partnership's general partner is Angeles Realty Corporation II, a California
corporation (hereinafter referred to as the "General Partner" or "ARCII"). ARC
II is wholly owned by MAE GP Corporation ("MAE GP"), an affiliate of Insignia
Financial Group, Inc. ("Insignia"). Effective February 25, 1998, MAE GP was
merged into Insignia Properties Trust ("IPT"), which is an affiliate of
Insignia. Thus, the General Partner is now a wholly-owned subsidiary of IPT.
On March 17, 1998, Insignia entered into an agreement to merge its national
residential property management operations, and its controlling interest in IPT,
with Apartment Investment and Management Company ("AIMCO"), a publicly traded
real estate investment trust. The closing, which is anticipated to happen in
the third quarter of 1998, is subject to customary conditions, including
government approvals and the approval of Insignia's shareholders. If the
closing occurs, AIMCO will then control the General Partner of the Partnership.
The Partnership, through its public offering of Limited Partnership Units, sold
131,800 units aggregating $65,900,000. The General Partner contributed capital
in the amount of $1,000 for a 2% interest in the Partnership. The Partnership
was formed for the purpose of acquiring fee and other forms of equity interests
in various types of real property. The Partnership presently owns two
investment properties. The Partnership owned a general partnership interest in
one additional property which was sold in 1997 and that Partnership was
dissolved December 31, 1997. The General Partner of the Partnership intends to
maximize the operating results and, ultimately, the net realizable value of each
of the Partnership's properties in order to achieve the best possible return for
the investors. Such results may best be achieved through property sales,
refinancings, debt restructurings or relinquishment of the assets. The
Partnership intends to evaluate each of its holdings periodically to determine
the most appropriate strategy for each of the assets.
The Partnership has no full time employees. The General Partner is vested with
full authority as to the general management and supervision of the business and
affairs of the Partnership. Limited Partners have no right to participate in
the management or conduct of such business and affairs. Insignia Commercial
Group, L.P., an affiliate of Insignia, provides property management services to
each of the Partnership's investment properties. The property in which the
Partnership had a general partnership interest was managed by a third party.
The business in which the Partnership is engaged is highly competitive, and the
Partnership is not a significant factor in its industry. Each investment
property is located in or near a major urban area and, accordingly, competes for
rentals not only with similar properties in its immediate area but with hundreds
of similar properties throughout the urban area. Such competition is primarily
on the basis of location, rents, services and amenities. In addition, the
Partnership competes with significant numbers of individuals and organizations
(including similar partnerships, real estate investment trusts and financial
institutions) with respect to the sale of improved real properties, primarily on
the basis of the prices and terms of such transactions.
ITEM 2. DESCRIPTION OF PROPERTIES
The following table sets forth the Registrant's investments in properties:
Date of
Property Purchase Type of Ownership Use
Eastgate Marketplace 08/29/86 Fee ownership Commercial
Walla Walla, Washington 147,000 sq.ft.
Factory Merchants Mall 05/22/86 Fee ownership subject Commercial
Pigeon Forge, Tennessee to a first mortgage 200,000 sq.ft.
The Partnership had a 66.7% investment in Northtown Mall Partners ("Northtown").
The Partnership entered into a General Partnership Agreement with Angeles Income
Properties, Ltd. III, a California partnership and an affiliate of the General
Partner, to form Northtown. The investment property owned by Northtown was sold
to an affiliate of the lender on May 12, 1997, but the sale was effective April
1, 1997. Northtown Mall Partners was dissolved December 31, 1997.
SCHEDULE OF PROPERTIES:
(dollar amounts in thousands)
<TABLE>
<CAPTION>
Gross
Carrying Accumulated Federal
Property Value Depreciation Rate Method Tax Basis
<S> <C> <C> <C> <C> <C>
Eastgate Marketplace $ 2,999 $ 2,071 5-20 yrs (1) $ 3,664
Factory Merchants Mall 20,369 10,498 5-20 yrs (1) 10,851
$ 23,368 $ 12,569 $14,515
<FN>
(1) Straight line
See "Note A" of the financial statements included in "Item 7." for a description
of the Partnership's depreciation policy.
</FN>
</TABLE>
SCHEDULE OF MORTGAGES:
(dollar amounts in thousands)
<TABLE>
<CAPTION>
Principal Principal
Balance At Balance
December 31, Interest Period Maturity Due At
Property 1997 Rate Amortized Date Maturity
<S> <C> <C> <C> <C> <C>
Factory Merchants Mall
First mortgage $ 15,221 9.75% 25 years 10/2006 $ 12,955
</TABLE>
AVERAGE ANNUAL RENTAL RATES AND OCCUPANCY FOR 1997 AND 1996 FOR EACH PROPERTY:
Average Annual Average
Rental Rates Occupancy
Property 1997 1996 1997 1996
Eastgate Marketplace $ 3.03/s.f. $ 2.95/s.f. 83% (1) 92%
Factory Merchants Mall 14.15/s.f. 13.28/s.f. 96% (2) 91%
1) A lease was signed with a major tenant for the majority of the remaining
space available. During November 1997, the tenant took possession of this
space, and Eastgate Marketplace was 96% occupied at December 31, 1997.
2) The increase in occupancy at Factory Merchant's Mall results from existing
tenants leasing additional space on a short-term basis for special
promotional sales. Due to the competition in the area, the General Partner
is currently considering a redevelopment of this mall in order to enhance
it's competitive abilities.
As noted in "Item 1. Description of Business," the real estate industry is
highly competitive. All of the properties of the Partnership are subject to
competition from other commercial buildings in the area. The General Partner
believes that all of the properties are adequately insured.
The following is a schedule of the lease expirations for the years 1998-2007:
Number of % of Gross
Expirations Square Feet Annual Rent Annual Rent
Eastgate Marketplace
1998 1 497 $ 6,180 1.16%
1999 - -- -- --
2000 1 1,150 11,362 2.13%
2001 - -- -- --
2002 3 48,400 95,289 17.84%
2003-2006 - -- -- --
2007 3 66,891 349,539 65.46%
Factory Merchants Mall
1998 6 22,916 $ 326,672 13.54%
1999 11 45,227 589,926 24.46%
2000 2 11,674 178,784 7.41%
2001 15 74,072 1,140,826 47.30%
2002 4 10,924 159,204 6.60%
2003-2007 - -- -- --
The following schedule reflects information on tenants occupying 10% or more of
the leasable square footage for Eastgate Marketplace:
Nature of Square Footage Annual Rent
Business Leased Per Square Foot Lease Expiration
Retail 38,524 $4.40 11/30/07
Retail 22,400 3.20 11/30/13
Retail 46,000 1.35 09/30/02
Retail 25,600 6.03 11/30/07
Factory Merchants Mall has no tenants occupying 10% or more of the leasable
square footage.
Real estate taxes and rates in 1997 for each property were:
1997 1997
Billing Rate
(in thousands)
Eastgate Marketplace $ 52 1.45%
Factory Merchants Mall 138 1.37%
ITEM 3. LEGAL PROCEEDINGS
The Partnership, along with other affiliates, has been named in a suit brought
by a company which owned a 20% interest ("Plaintiff") in an investment property,
the W.T. Waggoner Building, which was sold in 1995. The W. T. Waggoner Building
was sold by a Joint Venture in which the Partnership held a 43% interest ("Fort
Worth"). The Joint Venture was dissolved subsequent to the sale in 1995. The
Plaintiff is suing for breach of contract and negligence for mismanagement of
the property. The General Partner believes that there is no merit in this suit
and intends to vigorously defend it.
The Partnership is unaware of any other pending or outstanding litigation that
is not of a routine nature. The General Partner of the Partnership 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 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
The Unit holders of the Partnership did not vote on any matter during the fiscal
year covered by this report.
PART II
ITEM 5. MARKET FOR THE PARTNERSHIP'S COMMON EQUITY AND RELATED SECURITY HOLDER
MATTERS
The Partnership, a publicly-held limited partnership, sold 131,800 Limited
Partnership Units during its offering period through April 24, 1986, and
currently has 131,585 Limited Partnership Units held by 5,565 Limited Partners
of record. There is no intention to sell additional Limited Partnership Units
nor is there an established market for these units.
During 1996, the number of Limited Partnership Units decreased by 175 units due
to limited partners abandoning their units. In abandoning his or her Limited
Partnership Unit(s), a limited partner relinquishes all right, title and
interest in the Partnership as of the date of abandonment.
There were no distributions made to the partners during the years ended December
31, 1997 and 1996. Future cash distributions will depend on the levels of net
cash generated from operations, refinancings, property sales and the
availability of cash reserves.
ITEM 6. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
This item should be read in conjunction with the consolidated financial
statements and other items contained elsewhere in this report.
RESULTS OF OPERATIONS
The Partnership realized net income of approximately $13,782,000 for the year
ended December 31, 1997, compared to a net loss of approximately $2,285,000 for
the year ended December 31, 1996. The increase in net income for the year ended
December 31, 1997, is due to the equity in income of the joint venture as a
result of the gain realized on the sale of Northtown Mall in the second quarter
of 1997, and the equity in extraordinary gain on debt extinguishment, which also
resulted from the sale of Northtown Mall (see discussion below). For the year
ended December 31, 1997, loss before equity in income of the joint venture
decreased primarily due to an increase in other income and a decrease in
operating expenses. Partially offsetting the decrease in net loss was a
decrease in bad debt recovery.
Other income increased for the year ended December 31, 1997, compared to 1996
due to an increase in fees collected from the tenants. Fees collected from
tenants increased due to lease cancellation fees from two tenants at Factory
Merchants Mall, as well as, utility collections received from tenants who were
not required to pay utilities in 1996. Operating expenses decreased primarily
as a result of a decrease in maintenance expenses at both Factory Merchants Mall
and Eastgate Mall. The decrease at Factory Merchants Mall resulted from
improvement projects that were completed during 1996 to upgrade the exterior
building and improve the appearance of this property. This decrease; however,
was partially offset by an increase in parking lot improvements in 1997. The
decrease at Eastgate Mall resulted from the completion of interior building
improvements projects during 1996 to prepare the space for the move in of a
large tenant in 1997. During the year ended December 31, 1996, the Partnership
recognized bad debt recovery of approximately $48,000 from Angeles Mortgage
Investment Trust ("AMIT") and approximately $61,000 from the Fort Worth Joint
Venture as payment on its note payable to the Partnership (see discussion at
"Note D" to the financial statements in "Item 7"). In addition, there were bad
debt recoveries from tenants of the Partnership's investment properties that had
been previously reserved. During 1997, the only bad debt recovery recorded was
from tenants of the Partnership's investment properties that had been previously
reserved.
On May 12, 1997, the Partnership sold Northtown Mall to an affiliate of the
lender. The economic closing of the sale was as of April 1, 1997. The sale
resulted in net proceeds of approximately $1,200,000 after payment of closing
costs. The gain on sale amounted to approximately $16,243,000, and
approximately $7,384,000 was recognized as extraordinary gain on early
extinguishment of debt due to the full release of its non-recourse indebtedness
of approximately $51,000,000, as stipulated by the sales agreement. The
Partnership's pro-rata share of the gain on the sale of Northtown Mall is
included in equity in income of the joint venture, and the Partnership's pro-
rata share of the extraordinary gain on early extinguishment of debt is included
in equity in extraordinary gain on debt extinguishment. During the fourth
quarter of 1997, all remaining liabilities were paid and the Joint Venture was
terminated.
During the year ended December 31, 1996 the Partnership recognized a loss on the
refinance of the debt related to Factory Merchants Mall of approximately
$284,000 (See "Note B" to the financial statements in "Item 7"). Of this loss
prepayment penalties amounted to approximately $234,000 and approximately
$50,000 of the loss is due to the write-off of unamortized loan costs.
Included in operating expense for the year ended December 31, 1997, is
approximately $18,000 of major repairs and maintenance comprised primarily of
parking lot repairs. Included in maintenance expense for the year ended December
31, 1996, is approximately $130,000 of major repairs and maintenance comprised
primarily of exterior building repairs and painting.
As part of the ongoing business plan of the Partnership, the 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 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
General Partner will be able to sustain such a plan.
CAPITAL RESOURCES AND LIQUIDITY
At December 31, 1997, the Partnership held cash and cash equivalents of
approximately $3,559,000 compared to approximately $3,308,000 at December 31,
1996. Net cash increased approximately $251,000 for the year ended December 31,
1997, compared to a net cash decrease of approximately $116,000 for the year
ended December 31, 1996. Net cash provided by operating activities increased
only slightly primarily due to the decrease in loss before equity in income or
loss of the joint venture operations. Net cash used in investing activities
decreased primarily due to collection on advances to the joint venture of
$455,000 in 1997, compared to $741,000 advanced to the joint venture in 1996.
Prior to the sale of the property, Northtown mall continued to experience cash
shortfalls and had been dependent upon the Partnership and Angeles Income
Properties, Ltd. III (the 33.3% owner of Northtown) to cover such shortfalls in
order to meet operating and debt service requirements. These collections on
advances in 1997 were made available from the proceeds of the sale of Northtown
Mall. Net cash used in financing activities resulted from the payment toward
principal on mortgage notes payable during the year ended December 31, 1997.
During the year ended December 31, 1996, net cash provided by financing
activities resulted from net proceeds from the refinance of Factory Merchants
Mall, and was partially offset by loan costs paid and debt extinguishment costs.
On October 1, 1996, the Partnership, through its 99% owned subsidiary (Factory
Merchants AIP IV, L.P. ("FM")), refinanced the mortgage debt secured by Factory
Merchants Mall. FM paid off debt of $14,242,000 and incurred penalty costs of
$234,000 at closing. The new loan, in the principal amount of $15,400,000,
matures in October 2006 and carries a 9.75% interest rate.
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 properties 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 approximately $15,221,000, which is secured by the
Factory Merchant's Mall investment property, matures in October 2006, at which
time the property will either be refinanced or sold. Future cash distributions
will depend on the levels of net cash generated from operations, refinancings,
property sales and the availability of cash reserves. There were no cash
distributions in 1997 and 1996.
Year 2000
The Partnership is dependent upon the General Partner and Insignia for
management and administrative services. Insignia has completed an assessment
and will have to modify or replace portions of its software so that its computer
systems will function properly with respect to dates in the year 2000 and
thereafter ("the Year 2000 Issue"). The project is estimated to be completed
not later than December 31, 1998, which is prior to any anticipated impact on
its operating systems. The Managing General Partner believes that with
modifications to existing software and conversions to new software, the Year
2000 Issue will not pose significant operational problems for its computer
systems. However, if such modifications and conversions are not made, or are not
completed timely, the Year 2000 Issue could have a material impact on the
operations of the Partnership.
Other
Certain items discussed in this annual report may constitute forward-looking
statements within the meaning of the Private Securities Litigation Reform Act of
1995 (the "Reform Act") and as such may involve known and unknown risks,
uncertainties and other factors which may cause the actual results, performance
or achievements of the Partnership to be materially different from future
results, performance or achievements expressed or implied by such forward-
looking statements. Such forward-looking statements speak only as of the date of
this annual report. The Partnership expressly disclaims any obligation or
undertaking to release publicly any updates of revisions to any forward-looking
statements contained herein to reflect any change in the Partnership's
expectations with regard thereto or any change in events, conditions or
circumstances on which any such statement is based.
ITEM 7. FINANCIAL STATEMENTS
ANGELES INCOME PROPERTIES, LTD. IV
LIST OF FINANCIAL STATEMENTS
Report of Ernst & Young LLP, Independent Auditors
Consolidated Balance Sheet - December 31, 1997
Consolidated Statements of Operations - Years ended December 31, 1997 and
1996
Consolidated Statements of Changes in Partners' Capital (Deficit) - Years
ended December 31, 1997 and 1996
Consolidated Statements of Cash Flows - Years ended December 31, 1997 and
1996
Notes to Consolidated Financial Statements
Report of Ernst & Young LLP, Independent Auditors
The Partners
Angeles Income Properties, Ltd. IV
We have audited the accompanying consolidated balance sheet of Angeles Income
Properties, Ltd. IV at December 31, 1997, and the related consolidated
statements of operations, changes in partners' capital (deficit) and cash flows
for each of the two years in the period ended December 31, 1997. These
financial statements are the responsibility of the Partnership's management.
Our responsibility is to express an opinion on these financial statements based
on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by the
Partnership's management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the consolidated financial position of Angeles Income
Properties, Ltd. IV at December 31, 1997 and the consolidated results of its
operations and its cash flows for each of the two years in the period ended
December 31, 1997, in conformity with generally accepted accounting principles.
/S/ ERNST & YOUNG LLP
Greenville, South Carolina
February 25, 1998,
except for Note J, as to which the date is
March 17, 1998
ANGELES INCOME PROPERTIES, LTD. IV
CONSOLIDATED BALANCE SHEET
December 31, 1997
(in thousands, except unit data)
Assets
Cash and cash equivalents $ 3,559
Receivables and deposits, net of $118
allowance for doubtful accounts 548
Restricted escrows 486
Other assets 776
Investment properties:
Land $ 2,708
Buildings and related personal
property 20,660
23,368
Less accumulated depreciation (12,569) 10,799
$ 16,168
Liabilities and Partners' Capital (Deficit)
Liabilities
Accounts payable $ 137
Tenant security deposits 7
Accrued taxes 138
Other liabilities 178
Mortgage note payable 15,221
Partners' Capital (Deficit)
General partner $ (1,129)
Limited partners (131,585 units
issued and outstanding) 1,616 487
$ 16,168
See Accompanying Notes to Consolidated Financial Statements
ANGELES INCOME PROPERTIES, LTD. IV
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except unit data)
Years Ended December 31,
1997 1996
Revenues:
Rental income $ 4,253 $ 4,196
Other income 304 153
Total revenues 4,557 4,349
Expenses:
Operating expenses 1,700 1,815
General and administrative 419 387
Depreciation 1,060 1,051
Interest 1,526 1,485
Property taxes 190 211
Bad debt recovery, net (22) (177)
Total expenses 4,873 4,772
Loss before equity in income
(loss) of joint venture and
extraordinary item (316) (423)
Equity in income (loss) of joint
venture (Note F) 9,173 (1,578)
Income (loss) before extraordinary item 8,857 (2,001)
Extraordinary items:
Loss on early extinguishment of debt -- (284)
Equity in extraordinary gain on
debt extinguishment of joint venture (Note F) 4,925 --
Net income (loss) $ 13,782 $ (2,285)
Income (loss) income allocated to general
partner (2%) $ 276 $ (46)
Income (loss) allocated to limited
partners (98%) 13,506 (2,239)
Net income (loss) $ 13,782 $ (2,285)
Per limited partnership unit:
Income (loss) before extraordinary item $ 65.96 $ (14.88)
Extraordinary item - loss on early
extinguishment of debt -- (2.11)
Extraordinary item - equity in extraordinary
gain on debt extinguishment of joint venture 36.68 --
Net income (loss) $ 102.64 $ (16.99)
See Accompanying Notes to Consolidated Financial Statements
ANGELES INCOME PROPERTIES, LTD. IV
CONSOLIDATED STATEMENTS OF CHANGES IN PARTNERS' CAPITAL (DEFICIT)
(in thousands, except unit data)
<TABLE>
<CAPTION>
Limited
Partnership General Limited
Units Partner Partners Total
<S> <C> <C> <C> <C>
Original capital contributions 131,800 $ 1 $ 65,900 $ 65,901
Partners' deficit at
December 31, 1995 131,760 $ (1,359) $ (9,651) $ (11,010)
Abandonment of limited
partnership units (175) -- -- --
Net loss for the year
ended December 31, 1996 -- (46) (2,239) (2,285)
Partners' deficit at
December 31, 1996 131,585 (1,405) (11,890) (13,295)
Net income for the year ended
December 31, 1997 -- 276 13,506 13,782
Partners' capital (deficit) at
December 31, 1997 131,585 $ (1,129) $ 1,616 $ 487
<FN>
See Accompanying Notes to Consolidated Financial Statements
</FN>
</TABLE>
ANGELES INCOME PROPERTIES, LTD. IV
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
Years Ended December 31,
1997 1996
Cash flows from operating activities:
Net income (loss) $ 13,782 $ (2,285)
Adjustments to reconcile net income
(loss) to net cash provided by
operating activities:
Equity in (income) loss of joint venture (9,173) 1,578
Depreciation 1,060 1,051
Bad debt recovery, net (22) (177)
Amortization of loan costs and leasing
commissions 105 195
Extraordinary item - loss on early
extinguishment of debt -- 284
Extraordinary item - equity in extraordinary
gain on debt extinguishment of joint venture (4,925) --
Change in accounts:
Receivables and deposits 27 (30)
Other assets (80) (47)
Accounts payable (53) 26
Tenant security deposit liabilities (2) 1
Accrued taxes -- (9)
Other liabilities 7 29
Net cash provided by operating
activities 726 616
Cash flows from investing activities:
Property improvements and replacements (402) (127)
Lease commissions (197) --
Deposits to restricted escrows, net of withdrawals (176) (309)
Collection on advances to joint venture 455 --
Advances to joint venture -- (741)
Proceeds from notes receivable -- 109
Net cash used in investing activities (320) (1,068)
Cash flows from financing activities:
Payments on mortgage notes payable (155) (251)
Repayment of mortgage note payable -- (14,242)
Proceeds from refinancing of debt -- 15,400
Loan costs -- (337)
Debt extinguishment costs -- (234)
Net cash (used in) provided by
financing activities (155) 336
Net increase (decrease) in cash and cash equivalents 251 (116)
Cash and cash equivalents at beginning of year 3,308 3,424
Cash and cash equivalents at end of year $ 3,559 $ 3,308
Supplemental disclosure of cash flow
information:
Cash paid for interest $ 1,492 $ 1,439
Property improvements and replacements
in accounts payable $ 100 $ --
See Accompanying Notes to Consolidated Financial Statements
ANGELES INCOME PROPERTIES, LTD. IV
Notes to Consolidated Financial Statements
December 31, 1997
NOTE A - ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES
Organization: Angeles Income Properties, Ltd. IV (the "Partnership" or
"Registrant") is a publicly-held limited partnership organized under the
California Uniform Limited Partnership Act pursuant to the Certificate and
Agreement of Limited Partnership (hereinafter referred to as the "Agreement")
dated June 29, 1984. The Partnership's general partner is Angeles Realty
Corporation II, a California corporation (hereinafter referred to as the
"General Partner" or "ARCII"). ARC II is wholly owned by MAE GP Corporation
("MAE GP"), an affiliate of Insignia Financial Group, Inc. ("Insignia").
Effective February 25, 1998, MAE GP was merged into Insignia Properties Trust
("IPT"), which is an affiliate of Insignia. Thus, the General Partner is now a
wholly-owned subsidiary of IPT.
Principles of Consolidation: The consolidated financial statements of the
Partnership include its wholly-owned limited partnership interest in Factory
Merchants, AIP IV, L.P. and AIP IV GP, LP. The Partnership may remove the
General Partner of Factory Merchants, AIP IV, L.P. and AIP IV GP, LP; therefore,
the partnerships are controlled and consolidated by the Partnership. All
significant interpartnership balances have been eliminated. Minority interest
is immaterial and not shown separately in the financial statements.
Investment in Joint Venture: The Partnership accounted for its investment in
joint venture using the equity method of accounting (see "Note F"). Under the
equity method of accounting, the Partnership records its equity interest in
earnings or losses of the joint venture; however, the investment in the joint
ventures will be recorded at an amount less than zero (a liability) to the
extent of the Partnership's share of net liabilities of the joint ventures.
Allocations and Distributions to Partners: In accordance with the Agreement,
any gain from the sale or other disposition of Partnership assets will be
allocated first to the General Partner to the extent of the amount of any
Brokerage Compensation and Incentive Interest to which the General Partner is
entitled. Any gain remaining after said allocation will be allocated to the
General Partner and Limited Partners in proportion to their interests in the
Partnership.
The Partnership will allocate other profits and losses 2% to the General Partner
and 98% to the Limited Partners.
Except as discussed below, the Partnership will allocate distributions 2% to the
General Partner and 98% to the Limited Partners.
Upon the sale or other disposition, or refinancing, of any asset of the
Partnership, the Distributable Net Proceeds shall be distributed as follows:
(i) First, to the General Partner, on account of the current and accrued
Management Fee Payable, deferred as contemplated therein; (ii) Second, to the
Partners in proportion to their interests until the Limited Partners have
received proceeds equal to their Original Capital Investment applicable to the
property; (iii) Third, to the Partners until the Limited Partners have received
distributions from all sources equal to their 8% Cumulative Distribution; (iv)
Fourth, to the General Partner until it has received its Brokerage Compensation
and (v) Thereafter, 88% to the Limited Partners in proportion to their
interests and 12% ("Incentive Interest") to the General Partner.
Depreciation: Depreciation is computed utilizing the straight-line method over
the estimated lives of the investment properties and related personal property.
For Federal income tax purposes, depreciation is computed by using the straight-
line method over an estimated life of 5 to 20 years for personal property and 15
to 40 years for real property.
Cash and Cash Equivalents: Cash and cash equivalents include cash on hand and
in banks, money market funds and certificates of deposit with original
maturities of less than ninety days. At certain times, the amount of cash
deposited at a bank may exceed the limit on insured deposits.
Tenant Security Deposits: The Partnership may require security deposits from
certain commercial space lessees for the duration of the lease and such deposits
are included in receivables and deposits. The security deposits are refunded
when the tenant vacates the space provided the tenant has not damaged the space
and is current on rental payments.
Investment Properties: Investment properties are stated at cost. Acquisition
fees are capitalized as a cost of real estate. The Partnership records
impairment losses on long-lived assets used in operations when events and
circumstances indicate that the assets might be impaired and the undiscounted
cash flows estimated to be generated by those assets are less than the carrying
amounts of those assets. No adjustments for impairment of value were necessary
for the years ended December 31, 1997 or 1996.
Loan Costs: Loan costs of approximately $337,000, which are included in other
assets in the accompanying balance sheet, are amortized on a straight-line basis
over the life of the related loan. Current accumulated amortization is
approximately $42,000.
Leases: Commercial building lease terms are generally for one to twenty years.
Several tenants have percentage rent clauses which provide for additional rent
upon the tenant achieving certain rental objectives. Percentage rent totaled
approximately $307,000 in 1997 and approximately $235,000 in 1996.
Lease Commissions: Lease commissions of approximately $551,000, which are
included in other assets in the accompanying balance sheet, are amortized on a
straight-line basis over the terms of the respective leases. Current accumulated
amortization is approximately $208,000.
Use of Estimates: The preparation of financial statements in conformity with
generally accepted accounting principles requires management to make estimates
and assumptions that affect the amounts reported in the financial statements and
accompanying notes. Actual results could differ from those estimates.
Reclassifications: Certain reclassifications have been made to the 1996
balances to conform to the 1997 presentation.
Fair Value: The Partnership believes that the carrying amount of its financial
instruments (except for long term debt) approximates their fair value due to the
short term maturity of these instruments. The fair value of the Partnership's
long term debt, after discounting the scheduled loan payments at a borrowing
rate currently available to the Partnership, approximates its carrying balance.
NOTE B - MORTGAGE NOTE PAYABLE
The principle terms of the mortgage note payable are as follows (dollar amounts
in thousands):
<TABLE>
<CAPTION>
Monthly Principal Principal
Payment Stated Balance Balance At
Including Interest Maturity Due At December 31,
Property Interest Rate Date Maturity 1997
<S> <C> <C> <C> <C> <C>
Factory Merchants Mall
First mortgage $ 137 9.75% 10/2006 $ 12,955 $ 15,221
</TABLE>
On October 1, 1996, the Partnership, through its 99% owned subsidiary (Factory
Merchants AIP IV, L.P. ("FM")), refinanced the previous mortgage debt secured by
Factory Merchants Mall. FM paid off debt of approximately $14,242,000 and paid
closing costs and funded escrows with the remainder of the proceeds. The
Partnership recognized an extraordinary loss on early extinguishment of debt of
$284,000 due to prepayment penalties of approximately $234,000 and the write off
of unamortized loan costs of $50,000.
The mortgage note payable is non-recourse and is secured by pledge of the
Partnership's investment property and by pledge of revenues from the investment
property. Prepayment penalties are imposed if the mortgage note is repaid prior
to maturity. Scheduled principal payments for the mortgage note payable
subsequent to December 31, 1997, are as follows (dollar amounts in thousands):
1998 $ 170
1999 188
2000 207
2001 228
2002 251
Thereafter 14,177
$ 15,221
NOTE C - INCOME TAXES
Taxable income or loss of the Partnership is reported in the income tax returns
of its partners. Accordingly, no provision for income taxes is made in the
financial statements of the Partnership.
The following is a reconciliation of reported net income (loss) and Federal
taxable income (loss):
1997 1996
(in thousands)
Net income (loss) as reported $13,782 $ (2,285)
Add (deduct):
Depreciation differences 51 45
Unearned income 8 3
Investment in joint venture (2,666) 406
Other (1,223) 38
Federal taxable income (loss) $ 9,952 $ (1,793)
Federal taxable income (loss) per
limited partnership unit $ 65.45 $ (13.34)
The following is a reconciliation between the Partnership's reported amounts and
Federal tax basis of net assets and liabilities:
Net assets as reported $ 487
Land and buildings 2,692
Accumulated depreciation 1,024
Syndication and distribution costs 8,848
Investments in Joint Ventures 1,175
Other 188
Net assets - Federal tax basis $14,414
NOTE D - TRANSACTIONS WITH AFFILIATED PARTIES
The Partnership has no employees and is dependent on the General Partner and its
affiliates for the management and administration of all partnership activities.
The Partnership Agreement provides for certain payments to affiliates for
services and as reimbursement of certain expenses incurred by affiliates on
behalf of the Partnership.
The following payments were paid or accrued to the General Partner and
affiliates in 1997 and 1996 (in thousands):
1997 1996
Property management fees (included
in operating expenses) $ 131 $ 129
Reimbursement for services of
affiliates (included in operating
expense and general and administrative
expense) 197 242
Lease commissions (included in other
assets) 175 --
Included in "Reimbursement for services of affiliates" is approximately $1,000
in construction oversight costs for the year ended December 31, 1997. No
construction oversight costs were incurred during the year ended December 31,
1996.
For the period from January 1, 1996, to August 31, 1997, the Partnership insured
its properties under a master policy through an agency affiliated with the
General Partner with an insurer unaffiliated with the General Partner. An
affiliate of the 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 to the affiliate of the General Partner who receives payment on
these obligations from the agent. The amount of the Partnership's insurance
premiums that accrued to the benefit of the affiliate of the General Partner by
virtue of the agent's obligations was not significant.
NOTE E - INVESTMENT PROPERTIES AND ACCUMULATED DEPRECIATION
Initial Cost
To Partnership
(in thousands)
Cost
Buildings Capitalized
and Related (Removed)
Personal Subsequent to
Description Encumbrances Land Property Acquisition
Eastgate Marketplace $ -- $ 901 $ 3,991 $ (1,893)
Factory Merchants Mall 15,221 2,414 16,155 1,800
Totals $ 15,221 $ 3,315 $ 20,146 $ (93)
<TABLE>
<CAPTION>
Gross Amount At Which Carried
At December 31, 1997
(in thousands)
Buildings
And Related
Personal Accumulated Date Depreciable
Description Land Property Total Depreciation Acquired Life-Years
<S> <C> <C> <C> <C> <C> <C>
Eastgate Marketplace $ 294 $ 2,705 $ 2,999 $ 2,071 08/29/86 10-20
Factory Merchants
Mall 2,414 17,955 20,369 10,498 05/22/86 10-20
Totals $ 2,708 $ 20,660 $ 23,368 $ 12,569
</TABLE>
The depreciable lives included above are for the buildings and components.
The depreciable lives for related personal property are for 5 to 7 years.
Reconciliation of "Investment Properties and Accumulated Depreciation":
Years Ended December 31,
1997 1996
(in thousands)
Investment Properties
Balance at beginning of year $ 22,866 $ 22,739
Property improvements 502 127
Balance at end of year $ 23,368 $ 22,866
Accumulated Depreciation
Balance at beginning of year $ 11,509 $ 10,458
Additions charged to expense 1,060 1,051
Balance at end of year $ 12,569 $ 11,509
The aggregate cost of the investment properties for Federal income tax purposes
at December 31, 1997 and 1996, is $26,060,000 and $25,563,000, respectively.
The accumulated depreciation taken for Federal income tax purposes at December
31, 1997 and 1996, is $11,545,000 and $10,537,000 respectively.
NOTE F - INVESTMENT IN JOINT VENTURE
The Partnership had a 66.7% investment in Northtown Mall Partners ("Northtown").
The investment property, Northtown Mall, was sold in May 1997, but effective
April 1, 1997. During the fourth quarter of 1997, all remaining liabilities
were paid and the Joint Venture was terminated.
The condensed statement of operations of Northtown for the years ended December
31, 1997 and 1996, is summarized as follows:
Northtown
1997 1996
(in thousands)
Revenues $ 2,738 $ 10,765
Costs and expenses (3,529) (13,136)
Gain on disposal of
property 16,243 --
Income (loss) before
extraordinary item 15,452 (2,371)
Extraordinary item - gain on early
extinguishment of debt 7,384 --
Net income (loss) $ 22,836 $ (2,371)
The Partnership's equity in income of the joint venture was approximately
$9,173,000 for the year ended December 31, 1997, and the Partnership's equity in
the loss of the joint venture was approximately $1,578,000 for the year ended
December 31, 1996. For the year ended December 31, 1997, the Partnership
recognized approximately $4,925,000 in equity in extraordinary gain on debt
extinguishment related to the sale of Northtown Mall, as discussed below.
On May 12, 1997, the Partnership sold Northtown Mall to an affiliate of the
lender. The economic closing of the sale of Northtown Mall was as of April 1,
1997. The sale resulted in net proceeds of approximately $1,200,000, after
payment of closing costs. The gain on the sale amounted to approximately
$16,243,000 and approximately $7,384,000 was recognized as extraordinary gain on
early extinguishment of debt due to the full release of its non-recourse
indebtedness of approximately $51,000,000 as stipulated by the sales agreement.
The joint venture was dissolved in December 1997.
NOTE G - OPERATING LEASES
Tenants of the commercial properties are responsible for their own utilities and
maintenance of their space, and payment of their proportionate share of common
area maintenance, utilities, insurance and real estate taxes. Tenants are
generally not required to pay a security deposit.
As of December 31, 1997 the Partnership had minimum future rentals under
noncancellable leases with initial or remaining terms in excess of one year as
follows (in thousands):
1998 $ 2,853
1999 2,363
2000 1,920
2001 1,055
2002 645
Thereafter 2,652
$ 11,488
NOTE H - GROUND LEASE
Factory Merchants Mall is subject to three ground leases. The aggregate annual
lease expense was approximately $188,000 and $160,000 for the years ended
December 31, 1997 and 1996, respectively. Such amounts are included in the
statements of operation as operating expenses. The terms of two of the leases
provide for increases every year, based on the Consumer Price Index. The terms
of the third lease provide for increases every five years, based on the Consumer
Price Index.
As of December 31, 1997, the aggregate minimum rental payments under the land
leases are as follows (in thousands):
1998 $ 176
1999 176
2000 176
2001 176
2002 176
Thereafter 4,443
$ 5,323
NOTE I - ABANDONMENT OF LIMITED PARTNERSHIP UNITS
In 1996, the number of Limited Partnership Units decreased by 175 units due to
limited partners abandoning their units. In abandoning his or her Limited
Partnership Unit(s), a limited partner relinquishes all right, title and
interest in the Partnership as of the date of abandonment. However, the limited
partner is allocated his or her share of income or loss in the year of
abandonment.
The loss or income per limited partnership unit in the accompanying statements
of operations is calculated based on the number of units outstanding at the
beginning of the year.
NOTE J - SUBSEQUENT EVENT
On March 17, 1998, Insignia entered into an agreement to merge its national
residential property management operations, and its controlling interest in
Insignia Properties Trust, with Apartment Investment and Management Company
("AIMCO"), a publicly traded real estate investment trust. The closing, which
is anticipated to happen in the third quarter of 1998, is subject to customary
conditions, including government approvals and the approval of Insignia's
shareholders. If the closing occurs, AIMCO will then control the General
Partner of the Partnership.
ITEM 8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANT ON ACCOUNTING AND
FINANCIAL DISCLOSURES
There were no disagreements with Ernst & Young LLP regarding the 1997 or 1996
audits of the Partnership's financial statements.
PART III
ITEM 9. DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS;
COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE ACT
Angeles Realty Corporation II ("ARC II" or the "General Partner") is wholly-
owned by MAE GP Corporation ("MAE GP"), an affiliate of Insignia Financial
Group, Inc. ("Insignia"). Effective February 25, 1998, MAE GP was merged into
Insignia Properties Trust ("IPT"), which is an affiliate of Insignia. Thus the
General Partner is now a wholly-owned subsidiary of IPT.
The names of the directors and executive officers of ARC II, their ages and the
nature of all positions with ARC II presently held by them are as follows:
Name Age Position
Carroll D. Vinson 57 President and
Director
Robert D. Long, Jr. 30 Vice President and
Chief Accounting
Officer
William H. Jarrard, Jr. 51 Vice President
Daniel M. LeBey 32 Secretary
Kelley M. Buechler 40 Assistant Secretary
Carroll D. Vinson has been President and Director of the General Partner and
President of Metropolitan Asset Enhancement, L.P. ("MAE"), and subsidiaries,
affiliates of Insignia since August 1994. He has acted as Chief Operating
Officer of IPT since May 1997. During 1993 to August 1994, Mr. Vinson was
affiliated with Crisp, Hughes & Co. (regional CPA firm) and engaged in various
other investment and consulting activities which included portfolio
acquisitions, asset dispositions, debt restructurings and financial reporting.
Briefly, in early 1993, Mr. Vinson served as President and Chief Executive
Officer of Angeles Corporation, a real estate investment firm. From 1991 to
1993, Mr. Vinson was employed by Insignia in various capacities including
Managing Director - President during 1991.
Robert D. Long, Jr. has been Vice President and Chief Accounting Officer of the
General Partner since August 1994. Mr. Long joined MAE, in September 1993.
Since 1994 he has acted as Vice President and Chief Accounting Officer of the
MAE subsidiaries. Mr. Long was an accountant for Insignia until joining MAE in
1993. Prior to joining Insignia, Mr. Long was an auditor for the State of
Tennessee and was associated with the accounting firm of Harsman Lewis and
Associates.
William H. Jarrard, Jr. has been Vice President of the General Partner since
December 1992. He has acted as Senior Vice President of IPT since May 1997.
Mr. Jarrard previously acted as Managing Director - Partnership Administration
of Insignia from January 1991 through September 1997 and served as Managing
Director - Partnership Administration and Asset Management from July 1994 until
January 1996.
Daniel M. LeBey has been Secretary of the General Partner since January 29, 1998
and Insignia's Assistant Secretary since April 30, 1997. Since July 1996 he has
also served as Insignia's Associate General Counsel. From September 1992 until
June 1996, Mr. LeBey was an attorney with the law firm of Alston & Bird LLP,
Atlanta, Georgia.
Kelley M. Buechler has been Assistant Secretary of the General Partner since
December 1992 and Assistant Secretary of Insignia since 1991.
ITEM 10. EXECUTIVE COMPENSATION
No direct form of compensation or remuneration was paid by the Partnership to
any officer or director of ARC II. The Partnership has no plan, nor does the
Partnership presently propose a plan, which will result in any remuneration
being paid to any officer or director upon termination of employment. However,
certain fees and other payments have been made to the Partnership's General
Partner and its affiliates, as described in "Item 12." below.
ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
As of December 31, 1997, no person owned of record more than 5% of the Limited
Partnership Units of the Partnership nor was any person known by the Partnership
to own of record and beneficially, or beneficially only, more than 5% of such
securities.
On March 17, 1998, Insignia entered into an agreement to merge its national
residential property management operations, and its controlling interest in
Insignia Properties Trust, with Apartment Investment and Management Company
("AIMCO"), a publicly traded real estate investment trust. The closing, which
is anticipated to happen in the third quarter of 1998, is subject to customary
conditions, including government approvals and the approval of Insignia's
shareholders. If the closing occurs, AIMCO will then control the General
Partner of the Partnership.
The Partnership knows of no contractual arrangements, the operation or the terms
of which may at a subsequent date result in a change in control of the
Partnership, except for: Article 12.1 of the Agreement, which provide that upon
a vote of the Limited Partners holding more than 50% of the then outstanding
Limited Partnership Units the General Partner may be expelled from the
Partnership upon 90 days written notice. In the event that a successor general
partner has been elected by Limited Partners holding more than 50% of the then
outstanding Limited Partnership Units and if said Limited Partners elect to
continue the business of the Partnership, the Partnership is required to pay in
cash to the expelled General Partner an amount equal to the accrued and unpaid
management fee described in Article 10 of the Agreement and to purchase the
General Partner's interest in the Partnership on the effective date of the
expulsion, which shall be an amount equal to the difference between (i) the
balance of the General Partner's capital account and (ii) the fair market value
of the share of Distributable Net Proceeds to which the General Partner would be
entitled. Such determination of the fair market value of the share of
Distributable Net Proceeds is defined in Article 12.2(b) of the Agreement.
ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
The Partnership has no employees and is dependent on the General Partner and its
affiliates for the management and administration of all partnership activities.
The Partnership Agreement provides for certain payments to affiliates for
services and as reimbursement of certain expenses incurred by affiliates on
behalf of the Partnership.
The following payments were made to the General Partner and affiliates in 1997
and 1996 (in thousands):
1997 1996
Property management fees $ 131 $ 129
Reimbursement for services of affiliates 197 242
Lease commissions 175 --
Included in "Reimbursement for services of affiliates" is approximately $1,000
in construction oversight costs for the year ended December 31, 1997. No
construction oversight costs were incurred during the year ended December 31,
1996.
For the period from January 1, 1996, to August 31, 1997, the Partnership insured
its properties under a master policy through an agency affiliated with the
General Partner with an insurer unaffiliated with the General Partner. An
affiliate of the 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 to the affiliate of the General Partner who receives payment on
these obligations from the agent. The amount of the Partnership's insurance
premiums that accrued to the benefit of the affiliate of the General Partner by
virtue of the agent's obligations was not significant.
Effective February 25, 1998, MAE GP was merged into IPT, which is an affiliate
of Insignia. Thus, the General Partner is now a wholly-owned subsidiary of IPT.
PART IV
ITEM 13. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits required by Item 601 of Regulation S-B: Refer to Exhibit
Index.
(b) Reports on Form 8-K:
None filed during the quarter ended December 31, 1997.
SIGNATURES
In accordance with Section 13 or 15(d) of the Exchange Act, the Registrant
has caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.
ANGELES INCOME PROPERTIES, LTD. IV
(A California Limited Partnership)
(Registrant)
By: Angeles Realty Corporation II
By: /s/ Carroll D. Vinson
Carroll D. Vinson
President
Date: March 27, 1998
In accordance with the Exchange Act, this report has been signed below by
the following persons on behalf of the Registrant and in the capacities on the
date indicated.
/s/ Carroll D. Vinson President Date: March 27, 1998
Carroll D. Vinson
/s/Robert D. Long, Jr. Vice President and Chief Date: March 27, 1998
Robert D. Long, Jr. Accounting Officer
EXHIBIT INDEX
Exhibit Number Description of Exhibit
3.1 Amended Certificate and Agreement of the Limited
Partnership filed in Amendment Number 2 to Form S-11
dated April 25, 1985 which is incorporated herein by
reference
10.1 Agreement of Purchase and Sale of Real Property with
Exhibits - Northtown Mall filed in Form 8K dated July
15, 1985 which is incorporated herein by reference
10.2 Agreement of Purchase and Sale of Real Property with
Exhibits-Burlington Mall Partners filed in Form 8K
dated December 19, 1985 which is incorporated herein
by reference
10.3 Agreement of Purchase and Sale of Real Property with
Exhibits - Moraine West Carrollton Partners filed in
Form 8K dated December 20, 1985 which is incorporated
herein by reference
10.4 Agreement of Purchase and Sale of Property with
Exhibits - Factory Merchants Etc. Mall-Phase I and
Phase II filed in Form 8K dated May 22, 1986 which is
incorporated herein by reference
10.5 Promissory Note - Fort Worth Center and the W.T.
Waggoner Building filed in Form 8K dated July 16,
1986 which is incorporated herein by reference
10.6 Deed of Trust, Assignment of Leases and Rents and
Security Agreement - Fort Worth Center and the W.T.
Waggoner Building filed in Form 8K dated July 16,
1986 which is incorporated herein by reference
10.7 Deed of Trust - Option - Fort Worth Center and the
W.T. Waggoner Building filed in Form 8K dated July
16, 1986 which is incorporated herein by reference
10.8 Security Agreement - Fort Worth Center and the W.T.
Waggoner Building filed in Form 8K dated July 16,
1986 which is incorporated herein by reference
10.9 Option Agreement - Fort Worth Center and the W.T.
Waggoner Building filed in Form 8K dated July 16,
1986 which is incorporated herein by reference
10.10 Covenant not to compete - Fort Worth Center and the
W.T. Waggoner Building filed in Form 8K dated July
16, 1986 which is incorporated herein by reference
10.12 Acquisition or Disposition of Assets - Fort Worth
Option Joint Venture - filed in form 8K dated
November 1, 1987, which is incorporated herein by
reference
10.13 Promissory Note - Northtown Mall. Filed in Form 10-K
dated December 31, 1990, Exhibit 10.13, which is
incorporated herein by reference
10.14 Stock Purchase Agreement dated November 24, 1992
showing the purchase of 100% of the outstanding stock
of Angeles Realty Corporation II, a subsidiary of MAE
GP Corporation, filed in Form 8-K dated December 31,
1992, which is incorporated herein by reference
10.15 Acquisition or Disposition of Assets - Moraine West
Carrollton - filed in Form 8-K dated July 21, 1994,
which is incorporated herein by reference.
10.16 Promissory note - dated August 19, 1996, between
Factory Merchants AIP IV, L.P., and Union Capital
Investments, LLC.
16 Letter from Registrant's former accountant regarding
its concurrence with the statements made by the
Registrant is incorporated by reference to the
Exhibit filed with Form 8-K dated September 1, 1993.
27 Financial Data Schedule.
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from Angeles
Income Properties, Ltd. IV 1997 Year-End 10-KSB and is qualified in its entirety
by reference to such 10-KSB filing.
</LEGEND>
<CIK> 0000763049
<NAME> ANGELES INCOME PROPERTIES, LTD. IV
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> DEC-31-1997
<CASH> 3,559
<SECURITIES> 0
<RECEIVABLES> 548
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0<F1>
<PP&E> 23,368
<DEPRECIATION> 12,569
<TOTAL-ASSETS> 16,168
<CURRENT-LIABILITIES> 0<F1>
<BONDS> 15,221
0
0
<COMMON> 0
<OTHER-SE> 487
<TOTAL-LIABILITY-AND-EQUITY> 16,168
<SALES> 0
<TOTAL-REVENUES> 4,557
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 4,873
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 1,526
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 8,857
<DISCONTINUED> 0
<EXTRAORDINARY> 4,925
<CHANGES> 0
<NET-INCOME> 13,782
<EPS-PRIMARY> 102.64<F2>
<EPS-DILUTED> 0
<FN>
<F1>Registrant has an unclassified balance sheet.
<F2>Multiplier is 1.
</FN>
</TABLE>
