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) October 29, 2004 ANGELES PARTNERS XI (Exact name of Registrant as specified in its charter) California 0-11766 95-3788040 (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 5.02 Departures of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers. Angeles Partners XI (the "Partnership") and Peter K. Kompaniez announce that effective October 29, 2004, Mr. Kompaniez resigned from the Board of Directors (the "Board") of Angeles Realty Corporation II, the managing general partner of the Partnership (the "General Partner"). To fill the vacancy created by Mr. Kompaniez's resignation, the sole stockholder of the General Partner has elected Harry Alcock. Mr. Alcock joined the Board of the General Partner on October 29, 2004 immediately following the effectiveness of Mr. Kompaniez's resignation. Mr. Alcock is currently the Executive Vice President of the General Partner. 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 PARTNERS XI By: Angeles Realty Corporation II Managing General Partner By: /s/Martha L. Long Martha L. Long Senior Vice President Date: November 3, 2004