INSIGNIA FINANCIAL GROUP INC
8-K, 1997-10-31
LAND SUBDIVIDERS & DEVELOPERS (NO CEMETERIES)
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                       SECURITIES AND EXCHANGE COMMISSION

                                 WASHINGTON, DC
                                     20549


                    ________________________________________

                                    FORM 8-K
                    ________________________________________

                                 CURRENT REPORT

                     Pursuant to Section 13 or 15(d) of the
                        Securities Exchange Act of 1934

                       Date of Report: September 17, 1997
                       (Date of earliest event reported)


                         INSIGNIA FINANCIAL GROUP, INC.
             (Exact name of registrant as specified in its charter)


         DELAWARE                       0-19066                 13-3591193
(State or other jurisdiction of       (Commission            (I.R.S. Employer
incorporation or organization)        File Number)            Identification
                                                                  Number)


                          One Insignia Financial Plaza
                              Post Office Box 1089
                        Greenville, South Carolina 29602
                    (Address of Principal Executive Office)


       Registrant's telephone number, including area code: (864) 239-1000


                     ______________________________________




<PAGE>


Item 5.  Other Events

     Insignia  Properties  Trust  ("IPT"),  has  completed six tender offers for
limited  partner   interests  in  the  following   public  real  estate  limited
partnerships: Consolidated Capital Properties IV, National Property Investors 4,
Fox Strategic  Housing Income Partners,  Century  Properties Fund XVII,  Century
Properties Fund XIX and Century Properties Growth Fund XXII. Preliminary results
of the tender offers, each of which expired on October 6, 1997, indicate that an
aggregate of  approximately  $10,000,000  (based on the offer prices) of limited
partner interests were tendered pursuant to the six offers.

Item 7.  Financial Statement and Exhibits

        (c)     Exhibits

    Exhibit No.

     99.1               Press Release dated October 29, 1997





<PAGE>


                                   SIGNATURES


     Pursuant to the  requirements  of the Securities  Exchange Act of 1934, the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned hereunto duly authorized.


                                        INSIGNIA FINANCIAL GROUP, INC.

 

                                        By: _________________________________  
                                                John K. Lines
                                                General Counsel

Date:  October 31, 1997








FOR IMMEDIATE RELEASE               CONTACT:     Frank M. Garrison
                                                 Executive Managing Director
                                                 Insignia Financial Group, Inc.
                                                 (615) 783-1022  



                       INSIGNIA FINANCIAL GROUP ANNOUNCES
               COMPLETION OF SIX TENDER OFFERS BY REIT SUBSIDIARY


     GREENVILLE,  SOUTH CAROLINA,  October 29, 1997 - Insignia  Financial Group,
Inc. (NYSE: IFS) today announced that its REIT subsidiary,  Insignia  Properties
Trust ("IPT"),  completed six tender offers for limited partner interests in the
following  public  real  estate  limited   partnerships:   Consolidated  Capital
Properties  IV,  National  Property  Investors 4, Fox Strategic  Housing  Income
Partners,  Century Properties Fund XVII, Century Properties Fund XIX and Century
Properties Growth Fund XXII.  Preliminary  results of the tender offers, each of
which expired on October 6, 1997,  indicate  that an aggregate of  approximately
$10,000,000  (based on the offer  prices)  of  limited  partner  interests  were
tendered  pursuant to the six offers.  On average,  the offer prices were 57% of
IPT's  estimates  of  the  respective  net  asset  values  of the  interests  in
partnerships as of June 30, 1997. James Aston,  President of IPT, indicated that
the success of these transactions is particularly significant because 5 of the 6
partnerships are partnerships in which IPT already owned significant  interests.
Final results of the offers are expected to be reported soon.

     IPT  was  formed  by  Insignia  as the  primary  multi-family  real  estate
ownership and acquisition  vehicle of Insignia.  IPT recently raised $60 million
in equity through private sales of stock,  leaving  Insignia with an approximate
ownership  interest  of 75%,  and has  received  a  commitment  letter for a $70
million  credit  facility.  As  previously  announced,  IPT has  entered  into a
definitive  Agreement  of Merger  with  Angeles  Mortgage  Investment  Trust,  a
publicly  traded  Real  Estate  Investment  Trust.  Over the  course of the past
several  years,  Insignia  has  completed a series of tender  offers for limited
partnership  interests and has otherwise acquired limited partnership  interests
in  partnerships  in which  Insignia  or its  affiliates  also  serve as general
partner.  The vast majority of these limited partnership  interests,  along with
the general  partnership  interests  have been  transferred by Insignia into IPT
and/or its affiliated operating partnership, Insignia Properties, L.P. ("IPLP"),
in exchange for stock in IPT and operating partnership units in IPLP. Currently,
IPT and IPLP own interests  ranging from 1% to 54% in entities which own, in the
aggregate,  approximately 195 properties including approximately 41,800 units of
multi-family  residential  housing and  approximately  4,673,000  square feet of
commercial space.

     With  corporate  headquarters  in  Greenville,   South  Carolina,  Insignia
Financial  Group,  Inc.  is a  fully-integrated  real estate  services  company.
Insignia is the largest  manager of multi-family  residential  properties in the
United States and is also among the largest  managers of commercial  properties.
Insignia  commenced  operations  in December 1990 and has since grown to provide
property and/or asset  management  services for  approximately  2,600 properties
which include  approximately  290,000  residential  units and 150 million square
feet of commercial space located in over 500 cities in 48 states and one foreign
country.

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