<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1996
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from ___________ to ___________
Commission file number 2-81033
Winthrop Residential Associates III, A Limited Partnership
----------------------------------------------------------
(Exact name of small business issuer as specified in its charter)
Maryland 04-2782016
------------------------------- ------------------------------------
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
One International Place, Boston, Massachusetts 02110
--------------------------------------------------------------
(Address of principal executive office) (Zip Code)
Registrant's telephone number, including area code (617) 330-8600
Indicate by check mark whether 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 preceding 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
--- ---
1 of 10
<PAGE>
WINTHROP RESIDENTIAL ASSOCIATES III, A LIMITED PARTNERSHIP
FORM 10-QSB MARCH 31, 1996
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements.
Balance Sheets (Unaudited)
March 31, December 31,
1996 1995
----------- -----------
Assets
Investments in Local Limited partnerships $ 416,000 $ 410,000
----------- -----------
Other Assets:
Cash and cash equivalents 1,427,000 1,609,000
Interest receivable -- 7,000
----------- -----------
Total other assets 1,427,000 1,616,000
----------- -----------
Total Assets $ 1,843,000 $ 2,026,000
=========== ===========
Liabilities and Partners' Capital
Liabilities:
Distribution payable $ 135,000 $ 189,000
----------- -----------
Total Liabilities 135,000 189,000
----------- -----------
Partners Capital:
Limited Partners -
Units of Limited Partnership Interest,
$1,000 stated value per Unit; authorized, issued
and outstanding - 25,005 Units 2,977,000 3,096,000
General Partners (deficit) (1,269,000) (1,259,000)
----------- -----------
Total Partners' Capital 1,708,000 1,837,000
----------- -----------
Total Liabilities and Partners' Capital $ 1,843,000 $ 2,026,000
=========== ===========
See notes to financial statements.
2 of 10
<PAGE>
WINTHROP RESIDENTIAL ASSOCIATES III, A LIMITED PARTNERSHIP
FORM 10-QSB MARCH 31, 1996
Statements of Operations (Unaudited)
For the Three Months Ended
March 31, March 31,
1996 1995
--------- ---------
Income:
Interest income $16,000 $30,000
------- -------
Total income 16,000 30,000
------- -------
Expenses:
Amortization -- 1,000
General and administrative 16,000 1,000
------- -------
Total expenses 16,000 2,000
------- -------
Income from operations 0 28,000
Equity in income of Local Limited Partnerships 6,000 7,000
------- -------
Net income $ 6,000 $35,000
======= =======
Net income per Unit of Limited Partnership Interest $ .24 $ 1.28
======= =======
Distributions per Unit of Limited Partnership Interest $ 5.00 $ 10.00
======= =======
See notes to financial statements.
3 of 10
<PAGE>
WINTHROP RESIDENTIAL ASSOCIATES III, A LIMITED PARTNERSHIP
FORM 10-QSB MARCH 31, 1996
Statement of Changes in Partners' Capital (Unaudited)
<TABLE>
<CAPTION>
Units of
Limited General Limited
Partnership Partners' Partners' Total
Interest Deficit Capital Capital
----------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
Balance - January 1, 1996 25,005 $(1,259,000) $ 3,096,000 $ 1,837,000
Cash distributions accrued (10,000) (125,000) (135,000)
Net income -- 6,000 6,000
----------- ----------- ----------- -----------
Balance - March 31, 1996 25,005 $(1,269,000) $ 2,977,000 $ 1,708,000
=========== =========== =========== ===========
</TABLE>
See notes to financial statements.
4 of 10
<PAGE>
WINTHROP RESIDENTIAL ASSOCIATES III, A LIMITED PARTNERSHIP
FORM 10-QSB MARCH 31, 1996
Statements of Cash Flows (Unaudited)
<TABLE>
<CAPTION>
For the Three Months Ended
March 31, 1996 March 31, 1995
----------- -----------
<S> <C> <C>
Cash Flows from Operating Activities:
Net income $ 6,000 $ 35,000
Adjustments to reconcile net income to net cash provided
by operating activities:
Amortization -- 1,000
Equity in income of Local Limited Partnerships (6,000) (7,000)
Changes in assets and liabilities:
Decrease in interest receivable 7,000 1,000
----------- -----------
Net cash provided by operating activities 7,000 30,000
----------- -----------
Cash Flows From Financing Activities:
Cash distributions paid (189,000) (270,000)
----------- -----------
Cash used in financing activities (189,000) (270,000)
----------- -----------
Net decrease in cash and cash equivalents (182,000) (240,000)
Cash and cash equivalents, beginning of period 1,609,000 2,338,000
----------- -----------
Cash and cash equivalents, end of period $ 1,427,000 $ 2,098,000
=========== ===========
</TABLE>
See notes to financial statements.
5 of 10
<PAGE>
WINTHROP RESIDENTIAL ASSOCIATES III, A LIMITED PARTNERSHIP
FORM 10 - QSB MARCH 31, 1996
NOTES TO FINANCIAL STATEMENTS
(Unaudited)
1. General
The accompanying financial statements, footnotes and discussions should
be read in conjunction with the financial statements, related footnotes
and discussions contained in the Partnership's Annual Report for the
year ended December 31, 1995.
The financial information contained herein is unaudited. In the opinion
of management, all adjustments necessary for a fair presentation of
such financial information have been included. All adjustments are of a
normal recurring nature. Certain amounts have been reclassified to
conform to the March 31, 1996 presentation. The balance sheet at
December 31, 1995 was derived from audited financial statements at such
date.
The results of operations for the three months ended March 31, 1996 and
1995 are not necessarily indicative of the results to be expected for
the full year.
6 of 10
<PAGE>
WINTHROP RESIDENTIAL ASSOCIATES III, A LIMITED PARTNERSHIP
FORM 10 - QSB MARCH 31, 1996
2. Management's Discussion and Analysis or Plan of Operation
This Item should be read in conjunction with the financial statements
and other items contained elsewhere in the report.
Liquidity and Capital Resources
As of March 31,1996, the Partnership retained an equity interest in
seven Local Limited Partnerships, each of which owns a single apartment
property. The Partnership's primary source of income is distributions
from the Local Limited Partnerships. The Partnership requires cash to
pay its general and administrative expenses or to make capital
contributions to any of the Local Limited Partnerships which the
Managing General Partner deems to be in the Partnership's best interest
to preserve its ownership interest.
To date, all cash requirements have been satisfied by interest income
earned on short-term investments and cash distributed to the
Partnership by the Local Limited Partnerships. If the Partnership funds
any operating deficits, it will use monies from its operating reserves.
As of March 31, 1996, the Partnership held operating reserves in the
form of cash and cash equivalents of approximately $1,427,000 which is
expected to be sufficient to fund any anticipated deficits. The
Managing General Partner's current policy is to maintain a reserve
balance sufficient to provide, at a minimum, interest income in an
amount equal to the Partnership's annual general and administrative
expenses. Therefore, a lack of cash distributed by the Local Limited
Partnerships to the Partnership in the future should not deplete the
reserves, though it may restrict the Partnership from making
distributions
The Partnership is not obligated to provide any additional funds to the
Local Limited Partnerships to fund operating deficits. The Partnership
will determine on a case by case basis whether to fund any operating
deficits. If a Local Limited Partnership sustains continuing operating
deficits and has no other sources of funding, it is likely that it will
eventually default on its mortgage obligations and risk a foreclosure
on its property by the lender. If a foreclosure were to occur, the
Local Limited Partnership would lose its investment in the property and
would incur a tax liability due to the recapture of tax benefits taken
in prior years. The Partnership, as an owner of the Local Limited
Partnership, would share these consequences in proportion to its
ownership interest in the Local Limited Partnership.
During the first quarter of 1996, the Partnership accrued a
distribution of $125,000 or $5.00 per unit to its limited partners and
$10,000 to the general partners. The ability of the Partnership to
continue to make distributions to its partners is dependent upon the
financial performance of the Local Limited Partnerships. The Managing
General Partner anticipates that it will be necessary to use the
Partnership's reserves in order to maintain current distribution levels
in the future.
7 of 10
<PAGE>
WINTHROP RESIDENTIAL ASSOCIATES III, A LIMITED PARTNERSHIP
FORM 10 - QSB MARCH 31, 1996
2. Management's Discussion and Analysis or Plan of Operation
(Continued)
Results of Operations
Income from operations prior to equity in net income of Local Limited
Partnerships decreased by $28,000 for the three months ended March 31,
1996 as compared to the three months ended March 31, 1995 due to a
decrease in interest income of $14,000 and an increase in expenses of
$14,000. Interest income decreased due to a decrease in cash and cash
equivalents and lower interest rates earned during the three months
ended March 31, 1996 as compared to March 31, 1995. The increase in
expenses is attributable to a $15,000 increase in general and
administrative expenses due to the payment of certain professional
fees.
8 of 10
<PAGE>
WINTHROP RESIDENTIAL ASSOCIATES III, A LIMITED PARTNERSHIP
FORM 10 - QSB MARCH 31, 1996
Part II - Other Information
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibit 27, Financial Data Schedule, is filed as an exhibit to this
report.
(b) Reports on Form 8K: No Report on Form 8-K was filed during the period.
9 of 10
<PAGE>
WINTHROP RESIDENTIAL ASSOCIATES III, A LIMITED PARTNERSHIP
FORM 10 - QSB MARCH 31, 1996
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
BY: ONE WINTHROP PROPERTIES, INC.
Managing General Partner
BY:______________________________
/s/ Michael L. Ashner
Chief Executive Officer
BY:______________________________
/s/ Edward V. Williams
Chief Financial Officer
Dated: May 14, 1996
10 of 10
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
The schedule contains summary financial information extracted from Winthrop
Residential Associates III, A Limited Partnership and is qualified in its
entirety by reference to such financial statements.
</LEGEND>
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> MAR-31-1996
<CASH> 1,427,000
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 1,843,000
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 1,708,000
<TOTAL-LIABILITY-AND-EQUITY> 1,843,000
<SALES> 0
<TOTAL-REVENUES> 6,000
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 6,000
<INCOME-TAX> 0
<INCOME-CONTINUING> 6,000
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 6,000
<EPS-PRIMARY> 0.24
<EPS-DILUTED> 0.24
</TABLE>
