ANGELES INCOME PROPERTIES LTD 6
SC 14D9, 2000-08-04
REAL ESTATE
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                       Securities and Exchange Commission
                             Washington, D.C. 20547

                                 SCHEDULE 14D-9
                               (AMENDMENT NO. __)

                   SOLICITATION/RECOMMENDATION STATEMENT UNDER
             SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934

                       Angeles Income Properties, Ltd. 6
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                            (Name of Subject Company)

                       Angeles Income Properties, Ltd. 6
------------------------------------------------------------------------------
                       (Names of Persons Filing Statement)

                            Limited Partnership Units
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                         (Title of Class of Securities)

                                      None
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                      (CUSIP Number of Class of Securities)

                                 Patrick J. Foye
                   Apartment Investment and Management Company
                           Colorado Center, Tower Two
                   2000 South Colorado Boulevard, Suite 2-1000
                             Denver, Colorado 80222
                                 (303) 757-8101
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  (Name, address, and telephone numbers of person authorized to receive notices
         and communications on behalf of the persons filing statement)

                                   Copies to:
                              Jonathan L. Friedman
                    Skadden, Arps, Slate, Meagher & Flom LLP
                       300 South Grand Avenue, 34th Floor
                          Los Angeles, California 90071
                                 (213) 687-5000

[ ] Check the box if the filing relates solely to preliminary communications
made before the commencement of a tender offer.


<PAGE>   2



         The information in this (the "Offer") Offer to Purchase of AIMCO
Properties, L.P., dated July 28, 2000, Exhibit (a) hereto, is incorporated
herein by reference in answer to all of the Items of this Schedule 14D-9 except
as otherwise set forth below:

Item 2.  Identity and Background of Filing Person.

         This Schedule 14d-9 is being filed by Angeles Income Properties, Ltd.
6, a California limited partnership (the "Partnership"). The Partnership's
business address is Colorado Center, Tower Two, 2000 South Colorado Boulevard,
Suite 2-1000, Denver, Colorado 80222, and its telephone number is (303)
757-8101. Units of limited partnership of the Partnership are the subject of the
tender offer.

Item 5.  Person/Assets, Retained, Employed, Compensated or Used.

         Not Applicable

Item 7.  Purposes of the Transaction and Plans or Proposals.

         Not Applicable

Item 9.  Exhibits.

         (a)   Offer to Purchase of AIMCO Properties, L.P. (Exhibit (a)(1) to
               Schedule TO of AIMCO Properties, L.P. dated August 2, 2000, is
               incorporated herein by reference.)

         (e)   The information in the Offer to Purchase (Exhibit (a) hereto)
               under the headings "The Offer-Section 11. Conflicts of Interest
               and Transactions with Affiliates," "The Offer-Section 13. Certain
               Information Concerning Your Partnership-Property Management,"
               "The Offer-Section 13. Certain Information Concerning Your
               Partnership-Distributions," and "The Offer-Section 13. Certain
               Information Concerning Your Partnership-Compensation Paid to the
               General Partner and its Affiliates" is hereby incorporated herein
               by reference.

         (g)   Not applicable


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<PAGE>   3



                                    SIGNATURE

         After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.

Dated: August 2, 2000


                                       Angeles Income Properties, Ltd. 6,
                                       a California limited partnership

                                       By:      Angeles Realty Corporation II,
                                                a California corporation
                                                Its General Partner

                                       By:      /s/ Patrick J. Foye
                                                ------------------------------
                                                Patrick J. Foye
                                                Executive Vice President


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<PAGE>   4


                               INDEX TO EXHIBITS


<TABLE>
<CAPTION>
EXHIBIT
NUMBER                              DESCRIPTION
-------                             -----------
<S>           <C>
  (a)         Offer to Purchase of AIMCO Properties, L.P. (Exhibit (a)(1) to
              Schedule TO of AIMCO Properties, L.P. dated August 2, 2000, is
              incorporated herein by reference.)

  (e)         The information in the Offer to Purchase (Exhibit (a) hereto)
              under the headings "The Offer-Section 11. Conflicts of Interest
              and Transactions with Affiliates," "The Offer-Section 13. Certain
              Information Concerning Your Partnership-Property Management,"
              "The Offer-Section 13. Certain Information Concerning Your
              Partnership-Distributions," and "The Offer-Section 13. Certain
              Information Concerning Your Partnership-Compensation Paid to the
              General Partner and its Affiliates" is hereby incorporated herein
              by reference.

  (g)         Not applicable
</TABLE>

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