UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) ~~May~~October 2927, 2009

ANGELES OPPORTUNITY PROPERTIES, LTD.

(Exact name of Registrant as specified in its charter)

California	0-16116	95-4052473
(State or other jurisdiction	(Commission	(I.R.S. Employer
of incorporation)	File Number)	Identification Number)

55 Beattie Place

Post Office Box 1089

Greenville, South Carolina 29602

(Address of principal executive offices)

(864) 239-1000

(Issuer's telephone number)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 25.0102 ~~Completion~~Departure of ~~Acquisition~~Directors or ~~Disposition~~Certain Officers; Election of ~~Assets~~Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

~~Angeles Opportunity~~On ~~Properties~~October 27, ~~Ltd.~~2009, aApartment ~~California~~Investment ~~limited~~and Management ~~partnership~~Company (~~the “Registrant”~~"Aimco"), ~~owns~~announced athe ~~99%~~appointment ~~interest~~of inErnest ~~Lakewood AOPL, a Texas Limited Partnership (the “Partnership”)~~M. ~~The~~ ~~Partnership~~Freedman ~~owned Lakewood Apartments~~as ~~(“Lakewood”),~~Executive aVice ~~256-unit~~President ~~apartment~~and ~~complex~~Chief ~~located~~Financial inOfficer. ~~Tomball, Texas~~Mr. ~~On May~~ ~~29,~~Freedman ~~2009,~~will ~~the Partnership sold Lakewood, which was its last remaining~~also ~~investment~~serve ~~property,~~as toExecutive aVice ~~third~~President ~~party,~~and ~~Solid~~Chief ~~Goods~~Financial ~~Corporation,~~Officer aof ~~California corporation (~~the ~~“Purchaser”),~~General Partner. ~~for~~Mr. aFreedman’s ~~total~~promotion ~~sales~~is ~~price~~effective ofNovember $91,~~050,000~~ 2009.

InAimco also announced that David Robertson, ~~accordance~~President, ~~with~~Chief ~~the~~Investment ~~Amended~~Officer and ~~Restated~~Chief ~~Limited~~Financial ~~Partnership~~Officer ~~Agreement~~of Aimco and President and Chief Financial Officer of the General Partner is resigning from ~~Registrant,~~his position as Chief Financial Officer of Aimco and the ~~Registrant’s~~General ~~general~~Partner effective ~~partner~~November 1, 2009, and is ~~evaluating~~resigning ~~the~~from ~~cash~~his ~~requirements~~other positions effective ofDecember ~~the~~31, ~~Registrant~~2009. In order to ~~determine~~provide ~~what~~for ~~portion~~an oforderly ~~the~~transition, ~~net~~Mr. Robertson ~~sales~~will ~~proceeds~~continue ~~will~~in ~~be available~~an toadvisory ~~distribute~~capacity tothrough ~~the~~early ~~Registrant’s~~2010, ~~partners~~working on a variety of transactions.

SIGNATURE

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.

ANGELES OPPORTUNITY PROPERTIES, LTD.

By: Angeles Realty Corporation II

General Partner

By: /s/~~Steven~~Stephen DB. ~~Cordes~~Waters

~~Steven~~Stephen DB. ~~Cordes~~Waters

Senior ~~Vice President~~Director

Date: ~~June~~ 4November 2, 2009

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