SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-K/A
Annual Report Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Commission File
For the fiscal year ended December 31, 1994 Number 2-84760
-------------------------
WINTHROP GROWTH INVESTORS 1 LIMITED PARTNERSHIP
(Exact name of registrant as specified in its charter)
Massachusetts 04-2839837
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
One International Place, Boston, Massachusetts 02110
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (617) 330-8600
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act:
Units of Limited Partnership Interest
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 _____
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K/A or any amendment to
this Form 10-K/A.
[ X ]
No voting stock is held by non-affiliates of the Registrant.
No market exists for the limited partnership interests of the Registrant,
and, therefore, no aggregate market value can be computed. The purpose of
this amendment is to submit the Fiancial Data Schedule.
<PAGE>
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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 GROWTH INVESTORS I
LIMITED PARTNERSHIP
By: TWO WINTHROP PROPERTIES, INC.,
Managing General Partner
Date: July 28, 1995 By: /s/ Judith A. Miller
-------------------------------
Judith A. Miller
Vice President
WINTHROP GROWTH INVESTORS I LIMITED PARTNERSHIP
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1994 AND 1993
WINTHROP GROWTH INVESTORS I LIMITED PARTNERSHIP
INDEX TO EXHIBITS
Exhibit Title of Document Page
No.
3 Amended and Restated Agreement of Limited Partnership of Winthrop
Growth Investors I Limited Partnership dated as of May 11, 1984 (filed
as an exhibit to the Partnership's Registration Statement on Form
2-11, File No. 2-84760, and incorporated herein by reference)
4(a) See Exhibit 3
10(a) Property Management Agreement between Winthrop Growth Investors I
Limited Partnership and WP Management Co., Inc. dated May 11, 1984
(filed as an exhibit to the Partnership's Registration Statement on
Form S-11, File No. 2-84760, and incorporated herein by reference)
(b) Documents relating to the Sunflower Apartments property in Dallas,
Texas (filed as a part of Post-Effective Amendment No. 1 to the
Partnership's Registration Statement on Form S-11, File No. 2-84760,
and incor- porated herein by reference)
(c) Documents relating to the Meadow Wood Apartments prop- erty in
Jacksonville, Florida (filed as part of Post- Effective Amendment No.
2 to the Partnership's Registration Statement on Form S-11, File No.
2-84760, and incorporated herein by reference)
(d) Documents relating to the Stratford Place Apartments property in
Gaithersburg, Maryland (filed as an exhibit to the Partnership's
Current Report on Form 8-K filed January 6, 1986 and incorporated
herein by reference)
(e) Documents relating to the Stratford Village Apartments property in
Montgomery, Alabama (filed as an Exhibit to the Partnership's Current
Report on Form 8-K filed on March 17, 1986 and incorporated herein by
reference)
(f) Amendment Number One to the Joint Venture Agreement of DEK Associates
Joint Venture, dated October 7, 1988 (Sunflower) (filed as Exhibit
10(f) to the Partnership's Annual Report on Form 10-K, filed on March
31, 1989 and incorporated herein by reference)
(g) Meadow Wood Winthrop Associates Limited Partnership Certificate and
Agreement filed on December 1, 1988 (filed as Exhibit 10(g) to the
Partnership's Annual Report on Form 10-K filed on March 31, 1989 and
incorporated herein by reference)
(h) Management Agreement between Winthrop Management and Meadow Wood dated
February 1, 1990
(i) Management Agreement between Stratford Place and Winthrop Management
dated January 1, 1990
(j) Management Agreement between Sunflower and Winthrop Management dated
April 1, 1990
27 Financial Data Schedule for the period ended December 31, 1994
28 (a) Pages 7-10, 17-24 and 24-27 of the Partnership's Prospectus dated May
11, 1984 (filed with the Commission pursuant to Rule 424(b) on July 3,
1984) P
(b) Supplement to the Partnership's Prospectus dated August 24, 1984
(filed with the Commission pursuant to Rule 424(c) on September 7,
1984) P
(c) Supplement to the Partnership's Prospectus dated November 2, 1984
(filed with the Commission pursuant to Rule 424(c) on November 6,
1984) P
(d) Supplement to the Partnership's Prospectus dated November 8, 1984
(filed as a part of Post-Effective Amendment No. 1 to the
Partnership's Registration Statement on Form S-11, File No. 2-84760,
and incorporated herein by reference)
28(e) Supplement to the Partnership's Prospectus dated February 5, 1985
(filed as a part of Post-Effective Amendment No. 2 to the
Partnership's Registration Statement on Form S-11, File No. 2-84760,
and incorporated herein by reference)
(f) Current Report on Form 8-K (filed January 6, 1986) P
(g) Amendment No. 1 to January 6, 1986 Current Report on Form 8-K (filed
on February 20, 1986 and incorporated herein by reference)
(h) Current Report on Form 8-K (filed March 17, 1986) 124
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information
extracted from audited financial statements for the
year ending December 31, 1994 and is qualified
in its entirety by reference to such financial statements
</LEGEND>
<CIK> 0000722565
<NAME> Winthrop Growth Investors 1 L.P
<MULTIPLIER> 1
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> DEC-31-1994
<PERIOD-START> JAN-01-1994
<PERIOD-END> DEC-31-1994
<EXCHANGE-RATE> 1.00000
<CASH> 923,214
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 2,137,920
<PP&E> 41,233,952
<DEPRECIATION> 16,783,845
<TOTAL-ASSETS> 27,511,241
<CURRENT-LIABILITIES> 582,652
<BONDS> 20,711,814
<COMMON> 0
0
0
<OTHER-SE> 6,216,775
<TOTAL-LIABILITY-AND-EQUITY> 27,511,241
<SALES> 0
<TOTAL-REVENUES> 6,449,275
<CGS> 0
<TOTAL-COSTS> 3,471,106
<OTHER-EXPENSES> 1,751,457
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 2,000,474
<INCOME-PRETAX> (773,762)
<INCOME-TAX> 0
<INCOME-CONTINUING> (773,762)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (773,762)
<EPS-PRIMARY> (30.100)
<EPS-DILUTED> 0.000
</TABLE>