SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  SCHEDULE 13D/A

                   UNDER THE SECURITIES EXCHANGE ACT OF 1934
                               (Amendment No. 2)*


NAME OF ISSUER:  Angeles Participating Mortgage Trust

TITLE OF CLASS OF SECURITIES:  Class A Shares

CUSIP NUMBER:   034642108000

NAME, ADDRESS AND TELEPHONE NUMBER OF PERSON AUTHORIZED TO
RECEIVE NOTICES AND COMMUNICATIONS:

     Natalie I. Koether, Esq., Rosenman & Colin
     P. O. Box 97, Far Hills, New Jersey 07931      (908) 766-4101

DATE OF EVENT WHICH REQUIRES FILING:    August 14, 1995


If the filing person has previously  filed a statement on Schedule 13G to report
the  acquisition  which is the subject of this  Schedule 13D, and is filing this
schedule because of Rule 13d-1 (b)(3) or (4), check the following: ________

Check the following if a fee is being paid with the statement:_________.  (A fee
is not required only if the reporting  person:  (1) has a previous  statement on
file  reporting  beneficial  ownership of more than five percent of the class of
securities  described  in Item 1;  and (2) has  filed  no  amendment  subsequent
thereto reporting  beneficial  ownership of five percent or less of such class.)
(See Rule 13d-7.)

     Note: Six copies of this statement, including all exhibits, should be filed
with the  Commission.  See Rule 13d-1(a) for other parties to whom copies are to
be sent.

*The remainder of this cover page shall be filled out for a reporting  person's
initial filing on this form with respect to the subject class of securities, and
for  any  subsequent   amendment   containing   information  which  would  alter
disclosures provided in a prior cover page.

The  information  required on the remainder of this cover shall not be deemed to
be "filed" for the purpose of Section 18 of the Securities  Exchange Act of 1934
("Act") or otherwise  subject to the  liabilities of that section of the Act but
shall be subject to all other provisions of the Act (however, see the Notes).

                         (Continued on following pages)






CUSIP NO.:  034642108000


1.       NAME OF REPORTING PERSON:   American Holdings, Inc.

2.       CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
         (a)      (b)   XX

3.       [SEC USE ONLY]

4.       SOURCE OF FUNDS:  WC

5.       CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
         PURSUANT TO ITEMS 2(d) OR 2(e):   YES          NO   XX

6.       CITIZENSHIP OR PLACE OF ORGANIZATION:   Delaware

7.       SOLE VOTING POWER:   191,700

8.       SHARED VOTING POWER:

9.       SOLE DISPOSITIVE POWER:   191,700

10.      SHARED DISPOSITIVE POWER:

11.      AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
         PERSON:   191,700

12.      CHECK BOX IS THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
         CERTAIN SHARES:   YES           NO   XX

13.      PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):   7.52%

14.      TYPE OF REPORTING PERSON:   CO






     This is  Amendment  No. 2 to the Schedule  13D (the  "Amendment")  filed on
December  13, 1994 by American  Holdings,  Inc.  ("AmHold")  with respect to the
beneficial  ownership of Class A Shares,  par value $1.00 per share,  of Angeles
Participating  Mortgage  Trust  ("Shares"),  a California  business  trust which
qualifies as a real estate investment trust (the "Trust"). The capitalized terms
used herein, which are not otherwise defined herein, shall have the same meaning
as in the original Schedule 13D.

Item 3.  SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.

         Since the previous filing, AmHold has acquired 25,800 additional Shares
at  an  aggregate   purchase  price  of  $13,927.50,   including  any  brokerage
commissions. The additional Shares were purchased with AmHold's working capital.

Item 5.  INTEREST IN SECURITIES OF THE ISSUER.

     (a) As of the close of business on  August 14,  1995,  AmHold  beneficially
owned 191,700  Shares,  representing  7.52% of the 2,550,000  Shares reported as
outstanding for the quarter ended June 30, 1995.

     (b) The information  presented in Items 7 through 10 of the cover sheet to
this Amendment is incorporated herein by reference.







         (c) Exhibit C hereto sets forth all  transactions in Shares effected by
AmHold in the sixty days preceding the date of this Statement and not previously
reported, the dates of such transactions,  and the per share purchase price. The
transactions  reported  herein,  unless  otherwise  indicated,  were open market
transactions effected on the American Stock Exchange.

Item 7.  MATERIAL TO BE FILED AS EXHIBITS.

         Exhibit C -     Transactions  in Shares effected in the past 60 days
                         and not previously reported.










                                   SIGNATURE
                                   ---------


     After  reasonable  inquiry and to the best of my  knowledge  and belief,  I
certify that the information  set forth in this statement is true,  complete and
correct. 


Dated: August 14, 1995

                              AMERICAN HOLDINGS, INC. 


                              By: /S/ JOHN W. GALUCHIE, JR. 
                              -----------------------------
                              John W. Galuchie, Jr. 
                              Executive Vice President





                                   EXHIBIT C



                                                                      
                                                     NUMBER OF               PRICE
  DATE                                            SHARES PURCHASED         PER SHARE*
--------                                          ----------------         ----------


06/23/95 ...............................            700                    .50
06/26/95 ...............................         10,200                    .50
06/26/95 ...............................          1,000                    .50
06/27/95 ...............................          3,000                    .50
07/27/95 ...............................            200                    .50
08/02/95 ...............................          3,600                    .50
08/09/95 ...............................          1,200                    .50
08/11/95 ...............................            700                    .50
08/14/95 ...............................          2,100                    .50

*Exclusive of brokerage commissions, if any.