8-K 1 cpf17_coopersterm.txt CPF17 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) December 21, 2005 CENTURY PROPERTIES FUND XVII (Exact name of Registrant as specified in its charter) California 0-11137 94-2782037 (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 1.02 Termination of a Material Definitive Agreement. Century Properties Fund XVII (the "Registrant"), a California limited partnership, owns Cooper's Pond Apartments ("Cooper's Pond"), a 463-unit apartment complex located in Tampa, Florida. As previously disclosed, on November 2, 2005, the Registrant and ten other partnerships (together with the Registrant, the "Selling Partnerships"), entered into a Purchase and Sale Contract (the "Purchase Agreement") with a third party, The Bethany Group, LLC, a California limited liability company (the "Purchaser"), to sell twelve apartment complexes and one parcel of land owned by the Selling Partnerships to the Purchaser for a total sales price of $161,250,000, of which $25,051,020 was to be allocated to Cooper's Pond. Each of the Selling Partnerships is affiliated with AIMCO Properties, L.P., an affiliate of the managing general partner of the Registrant. On December 21, 2005, the Selling Partnerships delivered written notice of their election to terminate the Purchase Agreement pursuant to its terms and the Purchase Agreement was thereby terminated. 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. CENTURY PROPERTIES FUND XVII By: Fox Partners Its General Partner By: Fox Capital Management Corporation Its Managing General Partner By: /s/Martha L. Long Martha L. Long Senior Vice President Date: December 30, 2005