SECURITIES AND EXCHANGE
COMMISSION
Washington, DC 20549
FORM 10-Q
Quarterly Report Under Section 13 or 15(d)
of the Securities Exchange Act of 1934
March 31, 1995
(Quarter Ended)
2-71045
(Commission File Number)
Winthrop Partners 81 Limited Partnership
(Exact Name of Registrant as specified in its charter)
Massachusetts
(State or other jurisdiction of incorporation or organization)
04-2720480
(I.R.S. Employer Identification Number)
One International Place,
Boston, Massachusetts
(Address of principal executive offices)
02110
(Zip Code)
(617) 330-8600
(Registrant's telephone number, including area code)
Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the proceeding 12 months (or for such shorter period that the Registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
YES X NO
<PAGE>
PART 1 - FINANCIAL INFORMATION
STATEMENTS OF INCOME
<TABLE>
For the three months ended Three Months Ended
March 31, 1995 and 1994 March 31,
(Unaudited) (Note 1) 1995 1994
<S> <C> <C>
Income:
Rental income from real estate leases
accounted for under the operating method $ 74,235 $ 231,843
Interest on short-term investments $ 26,602 1,171
Interest income on real estate leases
accounted for under the financing method 5,571 6,231
106,408 239,245
Expenses:
Depreciation and amortization 26,775 55,389
Management fees 1,314 3,678
General and administrative 7,252 26,245
35,341 85,312
Operating income 71,067 153,933
Gain on sale of property 11,173 -
Net income $ 82,240 $153,933
Net income allocated to General Partners $ 6,579 $ 12,315
Net income allocated to Limited Partners $ 75,661 $ 141,618
Net income per Unit of Limited Partnership
Interest $ 3.01 $ 5.64
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
BALANCE SHEETS
<TABLE>
March 31, 1995 and December 31, 1994 March 31, 1995 December 31, 1994
(Note 1) (Unaudited) (Audited)
ASSETS
<S> <C> <C>
Real Estate Leased to Others:
Accounted for under the operating method, at
cost, net of accumulated depreciation of
$770,808 and $3,486,377 as of March 31,
1995 and December 31, 1994, respectively $ 1,488,437 $ 4,386,653
Accounted for under the financing method 242,073 252,598
1,730,510 4,639,251
Other Assets:
Cash and cash equivalents, at cost, which
approximates market value 3,098,718 179,327
Other 10,289 2,227
$ 4,839,517 $ 4,820,805
LIABILITIES AND PARTNERS' CAPITAL
Liabilities:
Accounts payable and accrued expenses $ 11,036 $ 27,653
Distributions payable to Partners 2,969,209 25,235
2,980,245 52,888
Partners' Capital:
Limited Partners
Units of Limited Partnership Interest, $500 stated value per Unit;
authorized - 50,000 Units; issued and outstanding -
25,109 Units 2,172,429 5,087,653
General Partners (313,157) (319,736)
1,859,272 4,767,917
$ 4,839,517 $ 4,820,805
</TABLE>
The accompanying notes are an integral part of these financial statements
<PAGE>
STATEMENTS OF CASH FLOWS
<TABLE>
For the three months ended Three Months Three Months
March 31, 1994 and 1993 Ended Ended
(Unaudited) (Note 1) March 31, 1995 March 31, 1994
<S> <C> <C>
Net income $ 82,240 $ 153,933
Adjustments to reconcile net income to
net cash provided by operating activities:
Depreciation and amortization 26,775 55,389
Minimum lease payments received, net of
interest income earned, on leases accounted
for under the financing method 7,794 7,134
Gain on property sold (11,173) -
Changes in assets and liabilities:
Decrease in accounts payable
and accrued expenses (17,835) (12,631)
Increase in distribution payable to Partners 2,943,974 84,206
(Increase) decrease in other assets (26,094) 6,666
Net cash provided by operating activities 3,005,681 294,697
Cash flows from financing activities:
Cash distributions paid or accrued to Partners (2,969,083) (216,457)
Cash flows from investing activities:
Sale proceeds 2,882,613 -
Net cash provided by investing activities 2,882,613 -
Net increase in cash and cash equivalents 2,919,391 78,240
Cash and cash equivalents, beginning of period 179,327 172,080
Cash and cash equivalents, end of period $ 3,098,718 $ 250,320
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
STATEMENTS OF CHANGES IN PARTNERS' CAPITAL
<TABLE>
For the three months ended Units of
March 31, 1995 and 1994 Limited General Limited
(Unaudited) (Note 1) Partnership Partners' Partners' Total
Interest Capital Capital Capital
<S> <C> <C> <C> <C>
Balance, December 31, 1994 25,109 $ (319,736) $ 5,087,65 $ 4,767,917
Cash distributions paid or accrued - (2,990,885) (2,990,885)
Net income 6,576 75,661 82,240
Balance, March 31, 1995 25,109 $ (313,157) $ 2,172,429 $ 1,859,272
Balance, December 31, 1993 25,109 $ (330,889) $ 5,251,176 $ 4,920,287
Cash distributions paid or accrued - (216,457) (216,457)
Net income 12,315 141,618 153,933
Balance, March 31, 1994 25,109 $ (318,574) $ 5,176,337 $ 4,857,763
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
NOTES TO FINANCIAL STATEMENTS
March 31, 1995
(Unaudited)
1. Accounting and Financial Reporting Policies
The condensed financial statements included herein have been prepared by the
Registrant, without audit, pursuant to the rules and regulations of the
Securities and Exchange Commission. The Registrant's accounting and financial
reporting policies are in conformity with generally accepted accounting
principles and include adjustments in interim periods considered necessary for a
fair presentation of the results of operations. Certain information and footnote
disclosures normally included in financial statements prepared in accordance
with generally accepted accounting principles have been condensed or omitted
pursuant to such rules and regulations. It is suggested that these condensed
financial statements be read in conjunction with the financial statements and
the notes thereto included in the Registrant's latest annual report on Form
10-K.
The accompanying financial statements reflect the Partnership's results of
operations for an interim period and are not necessarily indicative of the
results of operations for the year ending December 31, 1995.
2. Taxable Income
The Partnership's taxable income for 1995 is expected to differ from the net
income for financial reporting purposes primarily due to the accounting for the
Frank's Nursery Store's real property lease under the financing method for
financial reporting purposes and the operating method for tax purposes and from
the difference between depreciation for financial reporting purposes and
depreciation for tax purposes.
<PAGE>
MANAGEMENT'S DISCUSSION AND
ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
The Partnership requires cash to pay its expenses, including management fees
and general and administrative expenses. The Partnership's rental and interest
income is sufficient and is expected to be sufficient in future years to pay all
of these expenses as well as to provide for cash distributions to the Partners.
Rental Income received in the First Quarter 1995 was less than that received
in the First Quarter 1994 due to the sale of the Seagate property on January 12,
1995.
The Seagate property was sold for $3,100,000 which was the highest offer
received for the property. Seagate vacated the property on May 1, 1994. The
cash-on-cash return provided by the property during its holding period was
approximately 4.3% per annum. The Partnership's original investment in the
property represented approximately 49.3% of the Partnership's initial offering
proceeds.
The status of the Partnership's remaining two properties is unchanged from
that provided in the Annual Partnership Report.
The Partnership's results of operations in future years will differ from
those experienced during the quarter ended March 31, 1995, since the Partnership
will receive step rents from the GTE warehouse property and may receive
percentage rent from the Frank's Nursery retail property under each property's
respective lease. The Partnership may also sell either or both of the
properties.
PART II - OTHER INFORMATION
All items are inapplicable.
SIGNATURES
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, thereunto duly authorized.
Winthrop Partners 81
Limited Partnership
(Registrant)
BY: One Winthrop Properties, Inc.
Managing General Partner
BY: /S/ Jonathan W. Wexler
Jonathan W. Wexler
Chief Financial Officer
BY: /S/ Richard J. McCready
Richard J. McCready
Vice President
DATED: May 13, 1995
<PAGE>
SUPPLEMENTARY INFORMATION
REQUIRED PURSUANT TO SECTION 9.4
OF THE PARTNERSHIP AGREEMENT
1. Statement of Cash Available for Distribution:
March 31, 1995
(Unaudited)
Net income $ 82,240
Add: Depreciation and amortization
charges to income not
affecting cash available
for distribution 26,775
Minimum lease payments
received, net of interest
income earned, on leases
accounted for under the
financing method 7,794
Sale proceeds 2,882,612
Less: Prepaid Rent (19,166)
Reserve (195)
Gain on Sale (11,172)
Cash Available for Distribution $ 2,968,888
Distributions allocated to General
Partners $ 0
Distributions allocated to Limited
Partners $ 2,968,888
2. Fees and other compensation paid or accrued by the Partnership to the
General Partners, or their affiliates, during the three months ended March
31, 1995:
March 31, 1995
(Unaudited)
Entity Receiving Form of
Compensation Compensation Amount
Winthrop Property Man-
Management agement Fees $ 1,314.00
General Partners Interest in Cash
Available for
Distribution $ 0.00
WFC Realty Interest in Cash
Co. Inc. Available for
Distribution $ 1,182.40
All other information required pursuant to Section 9.4 of the Partnership
Agreement is set forth in the attached Report on Form 10-Q or Partnership
Report.
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information
extracted from unaudited financial statements for the
three month period ending March 31, 1995 and is
qualified in its entirety by reference to such financial
statements.
</LEGEND>
<CIK> 0000351147
<NAME> Winthrop Partners 81
<MULTIPLIER> 1
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> JAN-01-1995
<PERIOD-END> MAR-31-1995
<EXCHANGE-RATE> 1.00000
<CASH> 3,098,718
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 10,289
<PP&E> 2,501,318
<DEPRECIATION> 770,808
<TOTAL-ASSETS> 4,839,517
<CURRENT-LIABILITIES> 2,980,245
<BONDS> 0
<COMMON> 0
0
0
<OTHER-SE> 1,859,272
<TOTAL-LIABILITY-AND-EQUITY> 4,839,517
<SALES> 0
<TOTAL-REVENUES> 117,581
<CGS> 0
<TOTAL-COSTS> 8,566
<OTHER-EXPENSES> 26,775
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 82,240
<INCOME-TAX> 0
<INCOME-CONTINUING> 82,240
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 82,240
<EPS-PRIMARY> 3.010
<EPS-DILUTED> 0.000
</TABLE>
