RIVERSIDE PARK ASSOCIATES LP
SC TO-T, EX-99.3, 2000-06-12
OPERATORS OF APARTMENT BUILDINGS
Previous: RIVERSIDE PARK ASSOCIATES LP, SC TO-T, EX-99.2, 2000-06-12
Next: RIVERSIDE PARK ASSOCIATES LP, SC TO-T, EX-99.4, 2000-06-12







                                 Exhibit (a)(3)




<PAGE>



June 12, 2000




                                  June 12, 2000

TO:           UNIT HOLDERS OF RIVERSIDE PARK ASSOCIATES LIMITED PARTNERSHIP

SUBJECT:      OFFER TO PURCHASE UNITS

Dear Unit Holder:

         As described in the enclosed  Offer to Purchase and related  Letters of
Transmittal  (the  "Offer"),  MP INCOME  FUND 15,  LLC;  MP INCOME FUND 12, LLC;
ACCELERATED HIGH YIELD  INSTITUTIONAL  INVESTORS,  LTD.;  ACCELERATED HIGH YIELD
INSTITUTIONAL   FUND,   LTD.;   MORAGA  FUND  1,  L.P.;  AND  MORAGA  GOLD,  LLC
(collectively  the  "Purchasers")  are  offering  to  purchase up to 60 Units of
limited partnership  interest (the "Units") in RIVERSIDE PARK ASSOCIATES LIMITED
PARTNERSHIP,  a Delaware limited  partnership(the  "Partnership")  at a purchase
price equal to:

                                $38,000 per Unit

        The Offer will provide you with an  opportunity  to liquidate  all, or a
portion of, your  investment in RIVERSIDE PARK  ASSOCIATES  LIMITED  PARTNERSHIP
without the usual  transaction costs associated with market sales or partnership
transfer  fees.  This offer is $2,314 per Unit greater than the $35,686 per Unit
offer by AIMCO Properties, L.P.

             If you have already tendered your Units to AIMCO Properties,  L.P.,
and you wish to revoke that tender and tender to the Purchasers,  you may revoke
the prior tender until that offer is terminated  by sending a written  notice of
revocation  specifying the Units tendered and your desire to revoke, as provided
in the AIMCO tender offer.  We have attached a form for use in revoking  tenders
to AIMCO Properties L.P. If you have questions in this regard, please contact us
at the number below.

         After carefully reading the enclosed Offer, if you elect to tender your
Units,  mail  (using the  enclosed  pre-addressed,  postage  paid  envelope)  or
telecopy a duly  completed and executed copy of the Letter of  Transmittal  (the
blue form) and Change of Address forms, and any other documents  required by the
Letter of Transmittal, to the Depositary for the Offer at:

                           MacKenzie Patterson, Inc.,
                               1640 School Street
                            Moraga, California 94556
                            Telecopy: (925) 631-9119

         If  you  have  any  questions  or  need  assistance,  please  call  the
Depository at 800-854-8357.


               This Offer expires (unless extended) July 14, 2000.



                                       1
<PAGE>



NOTICE OF WITHDRAWAL

             The undersigned  hereby withdraws Units heretofore  tendered by the
undersigned to AIMCO Properties, L.P. pursuant to its tender offer dated May 15,
2000.

Name of person who tendered Units:  ------------------------------

Name of registered Unit holder (if different): -----------------------------

Number of Units to be  withdrawn  (state  "all" if all Units  tendered are to be
withdrawn):
           ------------

Date:        , 2000
     --------

----------------------------------------------
[signature of withdrawing Unit holder]


----------------------------------------------
[signature of joint  holder, if any]

INSTRUCTIONS:

For a withdrawal to be effective,  a written notice of withdrawal must be timely
received by the Information  Agent at one of its addresses set forth below.  Any
such notice of withdrawal must specify the name of the person who tendered,  the
number of units to be withdrawn  and the name of the  registered  holder of such
units,  if different  from the person who tendered.  In addition,  the notice of
withdrawal  must be signed by the person who signed the letter of transmittal in
the same manner as the letter of transmittal was signed.  The Information  Agent
for AIMCO Properties, L.P. and its addresses are as follows:

RIVER OAKS PARTNERSHIP SERVICES, INC.

By Mail:               By Overnight Courier:          By Hand:
-------                --------------------           -------
P.O. Box 2065          111 Commerce Road              111 Commerce Road
S. Hackensack, N.J.    Carlstadt, N.J. 07072          Carlstadt, N.J. 07072
07606-2065             Attn.: Reorganization Dept.    Attn.: Reorganization Dept

To confirm withdrawal by telephone, call toll free: (888) 349-2005






                                       2




© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission