SEC Comment Letter for APARTMENT INVESTMENT & MANAGEMENT CO (AIV) (CIK 0000922864) (AIV) — Aug 30, 2006
APARTMENT INVESTMENT & MANAGEMENT CO (AIV) (CIK 0000922864)
Date: Aug. 30, 2006 · CIK: 0000922864 · Accession: 0000000000-06-042076
AI Filing Summary & Sentiment
File numbers found in text: 333-136801
Letter
Mail Stop 4561 August 30, 2006 Harry G. Alcock Executive Vice President and Chief Investment Officer Apartment Investment and Management Company 4582 South Ulster Street Parkway, Suite 1100 Denver, Colorado 80237
Re: Apartment Investment and Management Company AIMCO Properties, L.P. Form S-4 Registration No. 333-136801 Filed on August 22, 2006
Dear Mr. Alcock:
As you know, we are reviewing the Schedule 13E-3 filed by VMS National Properties Joint Venture et al. on August 22, 2006. We will not be in a position to declare your registration statement effective until we have cleared the Schedule 13E-3.
We urge all persons who are responsible for the accuracy and adequacy of the disclosure in the filing to be certain that the filing includes all information required under the Securities Act of 1933 and that they have provided all information investors require for an informed investment decision. Since the company and its management are in possession of all facts relating to a company’s disclosure, they are responsible for the accuracy and adequacy of the disclosures they have made.
Notwithstanding our comments, in the event the company requests acceleration of the effective date of the pending registration statement, it should furnish a letter, at the time of such request, acknowledging that:
should the Commission or the staff, acting pursuan t to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing;
the action of the Commission or the staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the company from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and
Harry G. Alcock Apartment Investment and Management Company August 30, 2006 Page 2
the company may not assert staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.
In addition, please be advised that the Division of Enforcement has access to all information you provide to the staff of the Division of Corporation Finance in connection with our review of your filing or in response to our comments on your filing.
We will consider a written request for acceleration of the effective date of the registration statement as confirmation of the fact that those requesting acceleration are aware of their respective responsibilities under the Securities Act of 1933 and the Securities Exchange Act of 1934 as they relate to the proposed public offering of the securities specified in the above registration statement. We will act on the request and, pursuant to delegated authority, grant acceleration of the effective date.
If you have any questions, please call David H. Roberts at (202) 551-3856 or the undersigned at (202) 551-3780.
Sincerely,
Karen J. Garnett
Assistant Director
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Mail Stop 4561 August 30, 2006 Harry G. Alcock Executive Vice President and Chief Investment Officer Apartment Investment and Management Company 4582 South Ulster Street Parkway, Suite 1100 Denver, Colorado 80237 Re: Apartment Investment and Management Company AIMCO Properties, L.P. Form S-4 Registration No. 333-136801 Filed on August 22, 2006 Dear Mr. Alcock: As you know, we are reviewing the Schedule 13E-3 filed by VMS National Properties Joint Venture et al. on August 22, 2006. We will not be in a position to declare your registration statement effective until we have cleared the Schedule 13E-3. We urge all persons who are responsible for the accuracy and adequacy of the disclosure in the filing to be certain that the filing includes all information required under the Securities Act of 1933 and that they have provided all information investors require for an informed investment decision. Since the company and its management are in possession of all facts relating to a company’s disclosure, they are responsible for the accuracy and adequacy of the disclosures they have made. Notwithstanding our comments, in the event the company requests acceleration of the effective date of the pending registration statement, it should furnish a letter, at the time of such request, acknowledging that: should the Commission or the staff, acting pursuan t to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing; the action of the Commission or the staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the company from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and Harry G. Alcock Apartment Investment and Management Company August 30, 2006 Page 2 the company may not assert staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States. In addition, please be advised that the Division of Enforcement has access to all information you provide to the staff of the Division of Corporation Finance in connection with our review of your filing or in response to our comments on your filing. We will consider a written request for acceleration of the effective date of the registration statement as confirmation of the fact that those requesting acceleration are aware of their respective responsibilities under the Securities Act of 1933 and the Securities Exchange Act of 1934 as they relate to the proposed public offering of the securities specified in the above registration statement. We will act on the request and, pursuant to delegated authority, grant acceleration of the effective date. If you have any questions, please call David H. Roberts at (202) 551-3856 or the undersigned at (202) 551-3780. Sincerely, Karen J. Garnett Assistant Director cc: Gregory M. Chait, Esq. ( via facsimile )