EXHIBIT (z)(2)
AGREEMENT OF JOINT FILING
IPLP Acquisition I LLC, Insignia Properties, L.P., Insignia
Properties Trust, Insignia Financial Group, Inc. and Xxxxxx X. Xxxxxx hereby
agree that the Amendment No. 4 to Statement on Schedule 13D to which this
agreement is attached as an exhibit shall be filed on behalf of each of them.
This agreement is intended to satisfy the requirements of Rule
13d-1(f)(1)(iii) under the Securities Exchange Act of 1934, as amended.
Dated: August 28, 1997
IPLP ACQUISITION I LLC
By: /s/ XXXXXXX X. XXXXX
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Xxxxxxx X. Xxxxx
Manager
INSIGNIA PROPERTIES, L.P.
By: Insignia Properties Trust,
its General Partner
By: /s/ XXXXXXX X. XXXXX
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Xxxxxxx X. Xxxxx
Senior Vice President
INSIGNIA PROPERTIES TRUST
By: /s/ XXXXXXX X. XXXXX
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Xxxxxxx X. Xxxxx
Senior Vice President
INSIGNIA FINANCIAL GROUP, INC.
By: /s/ XXXXX X. XXXXXXXX
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Xxxxx X. Xxxxxxxx
Executive Managing Director
/s/ XXXXXX X. XXXXXX
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XXXXXX X. XXXXXX