ASSIGNMENT OF SERVICE AGREEMENTS

     For Ten dollars  ($10.00) and other  good and  valuable consideration,  the
receipt and  sufficiency  of which  are  hereby acknowledged,  the  undersigned,
Angeles Partners XIV, a California limited partnership, (the "Assignor")  hereby
transfers, conveys  and  assigns unto  ABMD,  LTD., an  Ohio  limited  liability
company, (the "Assignee") all of the  right, title and interest of the  Assignor
in and to all service agreements written or oral, currently in force and  effect
with respect to that certain office building being sold by Assignor to  Assignee
as of the date hereof located at 6680 Poe Avenue, Vandalia, Ohio, commonly known
as Park Center  II, a  brief description of  such service  agreements being  set
forth on Exhibit "A" attached hereto and incorporated herein by reference.

     IN WITNESS  WHEREOF, the  Assignor has  executed the  within Assignment  of
Service Agreements effective as of this      day of July, 1996.


                         ANGELES PARTNERS XIV, a
                         California limited partnership

                         By:  Angeles Realty Corporation II, a
                              California corporation
                              (General Partner)
ATTEST:

/s/Kelley M. Buechler    By:  /s/Robert D. Long, Jr.

Assistant Secretary

                         Its: Vice President