SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-QSB
QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarter ended March 31, 1996 Commission File Number 2-83272
WINTHROP INTERIM PARTNERS I, A LIMITED PARTNERSHIP
(Exact name of small business issuer as specified in its charter)
Maryland 04-2787751
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization
One International Place, Boston, MA 02110
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (617) 330-8600
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 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
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1 - FINANCIAL STATEMENTS
WINTHROP INTERIM PARTNERS I, A LIMITED PARTNERSHIP
STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 1996 AND 1995
(UNAUDITED) (NOTE 1)
<TABLE>
Three Months Ended
March 31,
1996 1995
<S> <C> <C>
Interest Income............................................. $ 0 $ 0
-------- --------
Expenses:
General and administrative............................... 27 311
-------- --------
27 311
-------- --------
Net loss.............................................. $ (27) $ (311)
======== ======
Net loss allocated to General Partners...................... $ 0 $ (3)
======== =======
Net loss allocated to Limited Partners...................... $ (27) $ (308)
======== ======
Net loss per Unit of Limited Partnership
Interest................................................. $ (.00) $ (.00)
======== ========
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
WINTHROP INTERIM PARTNERS I, A LIMITED PARTNERSHIP
BALANCE SHEETS
MARCH 31, 1996 AND DECEMBER 31, 1995
(NOTE 1)
<TABLE>
ASSETS
March 31, December 31,
1996 1995
(Unaudited) (Audited)
<S> <C> <C>
Cash........................................................ $ 13 $ 13
----------- -----------
$ 13 $ 13
=========== ===========
LIABILITIES AND PARTNERS' CAPITAL
Accounts Payable............................................ $ 0 $ 0
Loans payable to affiliate.................................. 183,002 182,975
----------- -----------
183,002 182,975
----------- -----------
Partners' Capital:
Limited Partners
Units of Limited Partnership Interest;
authorized, issued and outstanding -
100,010............................................... (2,699,613) (2,699,586)
General Partners......................................... 2,516,624 2,516,624
----------- -----------
(182,989) (182,962)
----------- ---------
$ 13 $ 13
=========== ===========
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
WINTHROP INTERIM PARTNERS I, A LIMITED PARTNERSHIP
STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 1996 AND 1995
(UNAUDITED) (NOTE 1)
<TABLE>
1996 1995
-------- ------
<S> <C> <C>
Cash flows from operating activities:
Net loss........................................................... $ (27) $ (311)
Adjustments to reconcile net loss to net
cash used by operating activities:
Changes in assets and liabilities:
Increase in accounts payable................................. 0 0
Increase in loans payable to affiliate....................... 27 311
-------- --------
Net cash used by operating activities...................... 0 0
-------- --------
Net decrease in cash during the period................................ 0 0
Cash, beginning of the period......................................... 13 17
-------- --------
Cash, end of the period............................................... $ 13 $ 17
======== ========
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
WINTHROP INTERIM PARTNERS I, A LIMITED PARTNERSHIP
STATEMENTS OF CHANGES IN PARTNERS' CAPITAL
FOR THE THREE MONTHS ENDED MARCH 31, 1996 AND 1995
(UNAUDITED) (NOTE 1)
<TABLE>
UNITS OF
LIMITED GENERAL LIMITED
PARTNERSHIP PARTNERS' PARTNERS' TOTAL
INTEREST CAPITAL CAPITAL CAPITAL
<S> <C> <C> <C> <C>
Balance,
December 31, 1995................... 99,990 $2,516,624 $(2,699,586) $(182,962)
Net loss............................. 0 (27) (27)
------- ---------- ----------- ---------
Balance,
March 31, 1996 ..................... 99,990 $2,516,624 $(2,699,613) $(182,989)
======= ========== =========== =========
Balance,
December 31, 1994................... 99,990 $2,516,775 $(2,684,590) $(167,815)
Net loss............................. (3) (308) (311)
------- ---------- ----------- ---------
Balance,
March 31, 1995...................... 99,990 2,516,772 (2,684,898) (168,126)
======= ========== =========== =========
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
WINTHROP INTERIM PARTNERS I, A LIMITED PARTNERSHIP
NOTES TO FINANCIAL STATEMENTS
MARCH 31, 1996
(UNAUDITED)
1. ACCOUNTING AND FINANCIAL REPORTING POLICIES
The condensed financial statements included herein have been prepared
by the Partnership, without audit, pursuant to the rules and
regulations of the Securities and Exchange Commission. The
Partnership'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 Partnership'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, 1996.
2. TAXABLE LOSS
The Partnership's taxable loss for 1996 is expected to differ from
that for financial reporting purposes due to accounting differences in
the recognition of the Syndicating Partnerships' results of
operations.
3. CASH AVAILABLE FOR DISTRIBUTION
Statement of Cash Available for Distribution for the three months
ended March 31, 1996:
<TABLE>
<S> <C>
Net loss.................................................................. $ (27)
Add: Amounts withdrawn by the Fund from reserves or
paid by loans from affiliates....................................... (27)
-------
Cash Available for Distribution........................................... $ -
=====
</TABLE>
Item 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.
The Partnership's primary source of liquidity is distributions from
its investments in four limited partnerships (the "Syndicating
Partnership") which own eight commercial properties and one-mixed use
property (residential and commercial). The Partnership did not receive
a distribution from any of the Syndicating Partnerships during 1995 or
the three months ended March 31, 1996. It is not anticipated that the
Partnership will receive cash distributions from any of the
Syndicating Partnerships in the future. All of the Syndicating
Partnerships have incurred severe financial problems due to the
deterioration of real estate markets across the United States. As a
result of the financial problems of the Syndicating Partnerships, the
Partnership has written down its investments to $0 in all of the
Syndicating Partnerships.
The Partnership requires cash to pay operating expenses associated
with reporting to its Limited Partners, including audit, printing and
mailing costs. The General Partners have been making loans to the
Partnership sufficient to pay these expenses and are expected to do so
in future years to the extent that the Partnership does not receive
cash flow from the Syndicating Partnerships sufficient to meet such
cash requirements. However, there is no requirement under the
Partnership's partnership agreement for the General Partners to
continue to fund operating deficits and there can be no assurance that
the General Partners will continue to fund any deficits. To date, the
General Partners have advanced $183,002 to the Partnership, of which
$27 was advanced during the first quarter of 1996. These loans are
non-interest bearing and are to be repaid out of cash distributions,
if any, which the Partnership receives from the Syndicating
Partnership. The loans are to be repaid prior to the Partnership
making any cash distributions to its Limited Partners.
<PAGE>
Part II - OTHER INFORMATION
Item 6. EXHIBITS AND REPORTS ON FORM 8-K
No Report on Form 8-K was required to be filed during the period.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of l934,
the Registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.
WINTHROP INTERIM PARTNERS I,
A LIMITED PARTNERSHIP
(Partnership)
By: TWO WINTHROP PROPERTIES, INC.
Managing General Partner
By:/s/ Edward V. Williams
Edward V. Williams
Chief Financial Officer
By:/s/ Michael L. Ashner
Michael L. Ashner
Chief Executive Officer
DATED: May 14, 1996
<PAGE>
WINTHROP INTERIM PARTNERS I, A LIMITED PARTNERSHIP
SUPPLEMENTARY INFORMATION
REQUIRED PURSUANT TO SECTION 9.4 OF THE FUND'S PARTNERSHIP AGREEMENT
MARCH 31, 1996
(UNAUDITED)
All other information required pursuant to section 9.4 of the Fund's Partnership
Agreement is set forth in the attached Report on Form 10-Q or Fund 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, 1996 and is
qualified in its entirety by reference to such financial
statements
</LEGEND>
<CIK> 0000718535
<NAME> Winthrop Interim Partners I, A Limited Partnership
<MULTIPLIER> 1
<CURRENCY> U.S. Dollars
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> MAR-31-1996
<EXCHANGE-RATE> 1
<CASH> 13
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 13
<CURRENT-LIABILITIES> 183002
<BONDS> 0
<COMMON> 0
0
0
<OTHER-SE> (182989)
<TOTAL-LIABILITY-AND-EQUITY> 13
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 27
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (27)
<INCOME-TAX> 0
<INCOME-CONTINUING> (27)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (27)
<EPS-PRIMARY> (00.00)
<EPS-DILUTED> 00.00
</TABLE>