SecProbe.io

August 19, 2011

Via E-mail
John Bezzant  Executive Vice President  Apartment Investment and Management Company  4582 South Ulster Street Parkway, Suite 1100  Denver, Colorado 80237
Re: Apartment Investment & Management Co.
AIMCO Properties, L.P.  Registration Statements on Form S-4 Filed July 28, 2011 File Nos.: 333-175842; 333-175843; 333-175844; 333-175846; 333-175847;
333-175848; 333-175849; 333-175850; 333-175851; 333-175853

Angeles Income Properties, Ltd. 6
 Schedule 13E-3  Filed July 28, 2011  File No. 005-54489

Consolidated Capital Institutional Properties 3 Schedule 13E-3
 Filed July 28, 2011
File No. 005-47007
     National Property Investors 6
Schedule 13E-3
 Filed July 28, 2011  File No. 005-47887

Century Properties Fund XVII Schedule 13E-3
 Filed July 28, 2011  File No. 005-44273

National Property Investors 4
Schedule 13E-3
 Filed July 28, 2011  File No. 005-47883

John Bezzant
Apartment Investment and Management Company  August 19, 2010 Page 2
 Angeles Partners XII
Schedule 13E-3
 Filed July 28, 2011  File No. 005-50745

Century Properties Fund XIX
Schedule 13E-3
 Filed July 28, 2011  File No. 005-43357

Century Properties Fund XV
Schedule 13E-3
 Filed July 28, 2011  File No. 005-44269

  Consolidated Capital Institutional Properties 2
Schedule 13E-3
 Filed July 28, 2011  File No. 005-51797

Consolidated Capital Properties IV
Schedule 13E-3
 Filed July 28, 2011  File No. 005-50849

Dear Mr. Bezzant:

We have limited our review of your registration statements and filings to those issues we
have addressed in our comments.  In some of our comments, we may ask you to provide us with
information so we may better understand your disclosure.
 Please respond to this letter by amending your  registration statements or filings and
providing the requested information.  Where you do not believe our comments apply to your
facts and circumstances or do not believe an am endment is appropriate, please tell us why in
your response.
After reviewing any amendments to your regi stration statements and filings, and the
information you provide in response to these co mments, we may have additional comments.
Please note that the following comments ar e applicable to all filings named above.

John Bezzant
Apartment Investment and Management Company  August 19, 2010 Page 3
 Schedule 13E-3

Introduction
1. We note the disclosure in th e last paragraph of this s ection indicating that “[t]he
information contained in this Sc hedule 13E-3 and/or the [Consent
Solicitation][Information Statement]/Prospectus  concerning each fili ng person other than
the Company was supplied by each such f iling person, and no other filing person,
including the Company, takes responsibility  for the accuracy of any information not
supplied by such filing person.”  This statement is inconsistent with the disclosures in the
filing, including the signature pages, and operates as an implied disclaimer of
responsibility for the filing.  Please revise.
Form S-4
General
2. Please revise the legend on the front cover page of the pros pectus to conform to the
requirements of Exchange Act Rule 13e-3(e)(iii).
3. Please confirm that you have included all ap plicable disclosure required by Items 901
through 915 of Regulation S-K.  Alternativ ely, please tell us which exemption you are
relying upon under Item 901(c).
4. Please update the financial information, as n eeded, in accordance with Regulation S-X.
Opinion of Financial Advisor
5. We note the disclosure in this section indicating that Duff & Phelps’ procedures,
investigations, and financial analysis with respect to th e preparation of its opinion
included its review of financial projections  of the subject company provided to Duff &
Phelps by the management of Aimco OP.  Pleas e disclose such projections.  Please also
disclose (i) the approximate date on which su ch financial projections were last updated
by management and (ii) the key business and economic assumptions underlying such
financial projections.
6. Any materials prepared by the fi nancial advisor in connection with its fairness opinion or
by the independent appraiser in connection wi th its appraisal, including any “board
books” or draft fairness opinions or appr aisals provided or any summaries of
presentations made to the board of directors of Aimco and the general partners of Aimco
OP and the subject company, and any material s prepared by the fair ness advisor relating
to the consideration to be offered to securi ty holders, generally fall within the scope of
Item 1015 of Regulation M-A and must be su mmarized in the disclosure document and
(if written) filed as an exhibit to the Sc hedule 13E-3.  In addition, each presentation,
discussion, or report held with or presente d by the fairness adviso r or the independent

John Bezzant
Apartment Investment and Management Company  August 19, 2010 Page 4
 appraiser, whether oral or written
, preliminary or final , is a separate repo rt that requires a
reasonably detailed description meeting the requirements of Item  1015 of Regulation M-
A.  To the extent applicable and not already disclosed or filed, please revise to summarize
all the presentations made by the fairness advi sor and independent a ppraiser and file any
additional written reports as exhibits pur suant to Items 9 and 16 of Schedule 13E-3.
Other Matters
7. We note that the description in the prosp ectus regarding the ma terial relationships
between (i) Duff & Phelps and its affiliates and (ii) AIMCO, the subject company and its
affiliates does not provide a quantitative descripti on of the fees paid or to be paid to Duff
& Phelps and its affiliates.  Please revise th e prospectus to provide such disclosure.
Please ensure that such disclosure also include s the fees paid or to be paid to Duff &
Phelps and its affiliates in connection with services rendered to each of the 9 other
AIMCO subsidiaries that have filed Schedul es 13E-3 on or about July 28, 2011.  Refer to
Item 1015(b)(4) of Regulation M-A.
8. Similarly, please provide in the appropriate section of the prosp ectus the disclosure
required by Item 1015(b)(4) with respect  to the independent appraiser.
Exhibits
9. We note your disclosure that Aimco and th e Aimco entities as well as unitholders
receiving OP units in the merger transactions  are not expected to recognize any gain or
loss on the transaction.  Please file additional tax opinions regarding the tax treatment of
the transaction as well as Aimco Properties, L. P.’s status as a limited partnership.  Note
that Item 601(b)(8) of Regulation S-K requi res tax opinions to be filed where tax
consequences are material to investors and wh ere a representation as to tax consequences
is set forth within the filing.

We urge all persons who are responsible for th e accuracy and adequacy of the disclosure
in the filings to be certain that the filings in clude the information the Securities Act of 1933 and
the Securities Exchange Act of 1934 and all appli cable rules require.  Since the company and its
management are in possession of all facts re lating 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 you request acceleration of  the effective date
of the pending registration statements please pr ovide a written statement from the company
acknowledging that:

 should the Commission or the staff, acting purs uant to delegated authority, declare the
filings effective, it does not foreclose the Commission from taking any action with
respect to the filings;

John Bezzant
Apartment Investment and Management Company  August 19, 2010 Page 5
  the action of the Commission or the staff, acting pursuant to delegated authority, in
declaring the filings effective, does not re lieve the company from its full responsibility
for the adequacy and accuracy of th e disclosure in the filings; and

 the company may not assert staff comments a nd 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.
 Please refer to Rules 460 and 461 regarding re quests for acceleration.  We will consider a
written request for acceleration of the effective date of the registration statements as
confirmation of the fact that those requesti ng acceleration are awar e of their respective
responsibilities under the Securities Act of 1933 and the Securiti es Exchange Act of 1934 as they
relate to the proposed public o fferings of the securities speci fied in the above registration
statements.  Please allow adequate time for us to review any amendment prior to the requested
effective date of the registrati on statements.

Please contact Adam F. Turk, Attorney-Adviso r, at (202) 551-3657 or me at (202) 551-
3233 with any questions.  If you require furthe r assistance, you may contact Perry Hindin,
Special Counsel in the Office of Merger s and Acquisitions at  (202) 551-3444.

Sincerely,
         / s /  T o m  K l u c k                  T o m  K l u c k           L e g a l  B r a n c h  C h i e f    cc:  Jonathan Friedman, Esq.
Skadden, Arps, Slate, Meagher & Flom LLP
Via E-mail

Paul Nozick
Alston & Bird LLP
Via E-mail

Robert Mintz
Hogan Lovells
Via E-mail