UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
[ X ]ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended October 31, 1998
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 0-13260
DEAN WITTER REALTY INCOME PARTNERSHIP I, L.P.
(Exact name of registrant as specified in its charter)
Delaware 13-3174553
(State of organization) (IRS Employer Identification No.)
2 World Trade Center, New York, NY 10048
(Address of principal executive offices)(Zip Code)
Registrant's telephone number, including area code: (212)
392-1054
Securities registered pursuant to Section 12(b) of the Act:
Title of each className of each exchange on which registered
None None
Securities registered pursuant to Section 12(g) of the Act:
Units of Limited Partnership Interest
(Title of Class)
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 or any amendment to this Form 10-K. [X]
State the aggregate market value of the voting stock held by
nonaffiliates of the registrant. Not applicable.
DOCUMENTS INCORPORATED BY REFERENCE
None
Page 1 of 36
<PAGE>
PART I.
ITEM 1. BUSINESS
The Registrant, Dean Witter Realty Income Partnership I, L.P.
(the "Partnership"), is a limited partnership formed in August
1983 under the Uniform Limited Partnership Act of the State of
Delaware for the purpose of investing primarily in
income-producing office, industrial and retail properties.
The Managing General Partner of the Partnership is Dean Witter
Realty Income Properties I Inc. (the "Managing General
Partner"), a Delaware corporation which is wholly owned by Dean
Witter Realty Inc. ("Realty"). The Associate General Partner
is Dean Witter Realty Income Associates I, L.P. (the "Associate
General Partner"), a Delaware limited partnership, the general
partner of which is Dean Witter Realty Income Associates I
Inc., a wholly-owned subsidiary of the Managing General
Partner. The Managing General Partner manages and controls all
aspects of the business of the Partnership. The terms of
transactions between the Partnership and its affiliates are set
forth below in footnote 8 to the Consolidated Financial
Statements in Item 8 and in Item 13 below.
The Partnership issued 92,780 units of limited partnership
interest (the "Units") with gross proceeds from the offering of
$92,780,000. The offering has been terminated and no additional
Units will be sold.
The proceeds from the offering were used to make equity
investments in four office properties, two office/research and
development properties and one retail property which were
acquired without mortgage debt. Except for the North Lake
Plaza property (which is described in Item 2 below), all of the
Partnership's properties were sold to unaffiliated purchasers
prior to October 31, 1998.
The Partnership is currently marketing for sale the North Lake
Plaza property, with the objective of completing the sale of
the property in fiscal year 1999. There can be no assurance
that the property will be sold.
The Partnership considers its business to include one industry
segment, investment in real property. Financial information
regarding the Partnership is included in the Partnership's
Consolidated Financial Statements in Item 8 below.
<PAGE>
The North Lake Plaza property is subject to competition from
similar retail properties in the vicinity in which it is
located. Further information regarding competition and market
conditions where the property is located is set forth in Item
7, "Management's Discussion and Analysis of Financial Condition
and Results of Operations."
The Partnership has no employees.
All of the Partnership's business is conducted in the United
States.
ITEM 2. PROPERTY
The Partnership's principal offices are located at Two World
Trade Center, New York, New York 10048. The Partnership has no
other offices.
As of October 31, 1998, the Partnership owned directly the
North Lake Plaza property, a shopping center located in
Altamonte Springs, FL. The acquisition was completed in 1986
for a cost of approximately $10,110,000. The property has a
net rentable area of 137,000 square feet, and was built with on-
site parking facilities.
Generally, the leases pertaining to the property provide for
pass-throughs to the tenants of their pro-rata share of certain
operating expenses. In the opinion of the Managing General
Partner, the property is adequately covered by insurance.
Currently, an affiliate of the Partnership is the property
manager for the North Lake Plaza property.
In fiscal 1997, the Partnership sold the three office/research
and development buildings comprising the Arlington Business
Center in Arlington Heights IL. and the Century Square joint
venture, in which the Partnership had a 25% general partnership
interest, sold its office building in Pasadena, CA.
In fiscal 1998, the Partnership sold the Westwood 10
office/research and development building (located in Westwood,
MA), the Carmel Park I and II office buildings (located in
Charlotte, NC), and the Harborgate office building (located in
Los Angeles, CA).
<PAGE>
Further information relating to the Partnership's properties is
included in Item 7 and Footnote 4, 5, 6 and 7 to the
Consolidated Financial Statements in Item 8 below.
ITEM 3. LEGAL PROCEEDINGS
On December 27, 1995, a purported class action lawsuit (the
"Grigsby Action") naming various public real estate
partnerships sponsored by Realty (including the Partnership and
its Managing General Partner and Associate General Partner),
Realty, Dean Witter Reynolds Inc. ("DWR") and others as
defendants was filed in Superior Court in California. The
complaint alleged fraud, negligent misrepresentation,
intentional and negligent breach of fiduciary duty, unjust
enrichment and related claims and sought compensatory and
punitive damages in unspecified amounts and injunctive and
other equitable relief. The defendants removed the case to the
United States District Court for the Southern District of
California. Pursuant to an order of the U.S. District Court
for the Southern District of California entered May 24, 1996,
the Grigsby Action was transferred to the U.S. District Court
for the Southern District of New York.
On February 14, 1996, a purported class action lawsuit (the
"Schectman Action") naming various public real estate
partnerships sponsored by Realty (including the Partnership and
its Managing General Partner), Realty, Dean Witter, Discover &
Co. (now known as Morgan Stanley Dean Witter & Co., "MWD") and
DWR as defendants was filed in the Chancery Court of Delaware
for New Castle County (the "Delaware Chancery Court"). On
February 23, 1996, a purported class action lawsuit (the "Dosky
Action") naming various public real estate partnerships
sponsored by Realty (including the Partnership and its Managing
General Partner), Realty, MWD, DWR and others as defendants was
filed in the Delaware Chancery Court. On February 29, 1996, a
purported class action lawsuit (the "Segal Action") naming
various public real estate partnerships sponsored by Realty
(including the Partnership and its Managing General Partner),
Realty, MWD, DWD and others as defendants was filed in the
Delaware Chancery Court. On March 13, 1996, a purported class
action lawsuit (the "Young Action") naming the partnership,
other unidentified limited partnerships, MWD, DWR and others as
defendants was filed in the Circuit Court for Baltimore City in
Baltimore, Maryland. The defendants removed the Young Action
to the United States District Court for the District of
Maryland.
<PAGE>
Thereafter, the Schectman Action, the Dosky Action and the
Segal Action were consolidated in a single action (the
"Consolidated Action") in the Delaware Chancery Court. The
Young Action was dismissed without prejudice. The plaintiffs
in the Young Action and the Grigsby Action joined the
Consolidated Action. The Grigsby Action remains stayed
indefinitely subject to being reopened for good cause.
On October 7, 1996, the plaintiffs in the Consolidated Action
filed a First Consolidated and Amended Class Action Complaint
naming various public real estate partnerships sponsored by
Realty (including the Partnership and its Managing General
Partner), Realty, MWD, DWR and others as defendants. This
complaint alleges breach of fiduciary duty and seeks an
accounting of profits, compensatory damages in an unspecified
amount, possible liquidation of the Partnership under a
receiver's supervision and other equitable relief. The
defendants filed a motion to dismiss this complaint on December
10, 1996.
On July 17, 1998, the Delaware Chancery Court granted the
defendants' motion to dismiss the complaint in the Consolidated
Action. The plaintiffs filed a notice of appeal from the
Chancery Court's order on August 14, 1998. Oral argument on
the appeal was heard by the Delaware Supreme Court on January
5, 1999. The Delaware Supreme Court affirmed the Chancery
Court's dismissal of the Consolidated Action on January 6,
1999.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
No matter was submitted during the fourth quarter of the fiscal
year to a vote of Unit holders.
PART II.
ITEM 5. MARKET FOR THE REGISTRANT'S COMMON EQUITY AND
STOCKHOLDER MATTERS
An established public trading market for the Units does not
exist, and it is not anticipated that such a market will develop
in the future. Accordingly, information as to the market value
of a Unit at any given date is not available. However, the
Partnership does allow its limited partners (the "Limited
Partners") to transfer their units if a suitable buyer can be
located.
<PAGE>
As of January 5, 1999, there were 13,277 holders of limited
partnership interests.
The Partnership is a limited partnership and, accordingly, does
not pay dividends. It does, however, make distributions of cash
to its partners. Pursuant to the partnership agreement,
distributable cash, as defined, is paid 90% to the Limited
Partners and 10% to the general partners (the "General
Partners").
The Partnership paid cash distributions during the year ended
October 31, 1998 aggregating $418.03 per Unit (including $405.78
per Unit from proceeds from the sales of the Arlington Business
Center, Carmel Park I and II, Westwood 10 and Harborgate
properties, which was paid 100% to the Limited Partners). The
total distributions aggregated $38,911,108 with $38,784,823
distributed to the Limited Partners and $126,285 to the General
Partners. For the year ended October 31, 1997, the Partnership
paid cash distributions aggregating $144.61 per Unit (including
$110.05 per Unit from proceeds from the sale of the Century
Square property, which was paid 100% to the Limited Partners).
The total distributions aggregated $13,773,673 with $13,417,293
distributed to the Limited Partners and $356,380 to the General
Partners.
The Partnership did not make a distribution of distributable cash
following the fiscal 1998 first quarter distribution (paid
February 1998), and does not anticipate making regular
distributions to its partners in the future. Generally, future
cash distributions will be paid from proceeds received from the
sale of the North Lake Plaza property and cash reserves.
Sale or financing proceeds are distributed, to the extent
available, first, to each Limited Partner, until there has been a
return of the Limited Partner's capital contribution plus
cumulative distributions of distributable cash and sale or
financing proceeds in an amount sufficient to provide a 9%
cumulative annual return on the Limited Partner's adjusted
capital contribution. Thereafter, any remaining sale or
financing proceeds will be distributed 85% to the Limited
Partners and 15% to the General Partners after the Managing
General Partner receives a brokerage fee, if earned, of up to 3%
of the selling price of any equity investment.
Taxable income generally is allocated in the same proportions as
distributions of distributable cash or sale or financing proceeds
(except that the General Partners must be allocated at least 1%
of taxable income from sales or financings). In the event there
is no distributable cash or sale or financing
<PAGE>
<TABLE>
proceeds, taxable income will be allocated 90% to the Limited
Partners and 10% to the General Partners. Any tax loss will be
allocated 90% to the Limited Partners and 10% to the General
Partners.
ITEM 6. SELECTED FINANCIAL DATA
The following sets forth a summary of the selected financial data
for the Partnership:
<CAPTION>
For the years ended October 31,
19981 19972 19963
1995 1994
<S> <C> <C> <C> <C> <C>
Total revenues $14,765,035 $10,453,915 $
8,493,737 $ 8,000,566 $ 7,900,587
Net income (loss) $13,380,578 $ 5,854,208 $
(5,607,581)4 $ 1,535,137 $(10,175,630)5
Net income (loss)
per Unit of
limited partner-
ship interest $ 143.68 $ 60.72 $
(53.66) $ 14.89 $ (98.71)
Cash distributions
paid per Unit of
limited partner-
ship interest6, 7 $ 418.03 $ 144.61 $
42.28 $ 18.75 $ 15.00
Total assets at
October 31 $ 7,781,223 $33,613,496 $ 43,069,014
$ 58,295,735 $ 58,611,333
1.Revenues and net income include gains of $12.9 million
on the sales of the Carmel Park I and II, Westwood 10 and
Harborgate properties.
2.Revenues and net income include gains of $3.7 million on
the sales of the Century Square and Arlington Business
Center properties.
3.Revenues and net income include a gain of $0.7 million on
the sale of the 1718 Connecticut Avenue property.
4.Includes a $8.5 million loss on impairment recorded for
the Westwood 10, 1718 Connecticut Avenue, North Lake Plaza
and Carmel Park I and II properties.
5.Includes a $10.8 million loss on impairment recorded for
the Arlington Business Center and Harborgate properties.
</TABLE>
<PAGE>
6.Distributions paid to Limited Partners in 1998 include a
return of capital of $351.10 per Unit, calculated as the
excess of cash distributed per Unit over accumulated
earnings per Unit not previously distributed. All
distribution paid to Limited Partners in 1994-1997 represent
returns of capital.
7.Includes distribution of proceeds from sales of real
estate of $405.78, $110.05, and $12.28 in 1998, 1997 and
1996, respectively.
The above financial data should be read in conjunction with
the Consolidated Financial Statements and the related notes
in Item 8.
<PAGE>
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION
AND RESULTS OF OPERATIONS
Liquidity and Capital Resources
The Partnership raised $92,780,000 in a public offering which was
terminated in 1984. The Partnership has no plans to raise
additional capital.
The Partnership purchased six properties and made one investment
in the partnership which owned the Century Square property on an
all-cash basis. The Partnership's acquisition program has been
completed. No additional investments are planned.
The 1718 Connecticut property was sold in fiscal 1996. The
Centry Square and Arlington Business Center properties were sold
in fiscal 1997. The Carmel Park I and II, Westwood 10, and
Harborgate properties were sold in fiscal 1998. See Notes 5 and
6 to the Consolidated Financial Statements in Item 8.
As a result of the property sales, Partnership cash flow from
operations decreased during fiscal 1998 compared to 1997.
The Managing General Partner is currently marketing for sale the
North Lake Plaza property, with the objective of completing the
sale of the property in fiscal year 1999. However, there can be
no assurance that the property will be sold.
Currently, the vacancy rate in the retail market in Altamonte
Springs, Florida, the location of the North Lake Plaza Shopping
Center, is approximately 10%, and market rental rates continue to
be stable. At October 31, 1998, occupancy at the property was
84% (an increase of 5% from October 31, 1997). Development of
nearby office projects and the scheduled expansion of North Lake
Boulevard (which borders the shopping center) are anticipated to
increase traffic at the property. The lease for Home Depot (for
approximately 50% of the property's space) is scheduled to expire
in 2003. Home Depot continues to sub-lease its space to
Burlington Coat Factory but will remain obligated to pay rent
under the lease. The lease of Marshalls Inc., (for approximately
21% of the space) is scheduled to expire in 2002. The property
is leased to 9 other tenants; no other tenant occupies more than
10% of the property's space.
<PAGE>
During the year ended October 31, 1998, all of the Partnership's
properties generated positive cash flow from operations, and it
is anticipated that the North Lake Plaza property will continue
to do so during the period the Partnership continues to own it.
During the year ended October 31, 1998, the Partnership incurred
capital expenditures of approximately $833,000, primarily for
tenant-related capital expenditures at the Harborgate property.
During the year ended October 31, 1998, the Partnership paid cash
distributions of cash flow from operations and proceeds from sale
of properties. See Item 5.
During the year ended October 31, 1998, the Partnership's
distributions to partners (excluding distributions of sales
proceeds) and capital expenditures exceeded its cash flow from
operations. This deficiency was funded from Partnership cash
reserves.
As of October 31, 1998, the Partnership has commitments to fund
approximately $192,000 of capital expenditures at the North Lake
Plaza property.
In order to increase cash reserves to fully fund its potential
liability for capital expenditures and other Partnership cash
requirements, the Partnership stopped paying distributions of
distributable cash after the fiscal 1998 first quarter
distribution (paid in February 1998), and withheld approximately
$1,000,000 from the distribution of proceeds from the sale of the
Harborgate property. Generally, future cash distributions will
be paid from proceeds received from the sale of the North Lake
Plaza property and cash reserves.
Deferred leasing commissions, other assets, accounts payable and
accrued liabilities and security deposits payable decreased in
1998 as a result of the sales of properties.
Except as discussed above and in the consolidated financial
statements, the Managing General Partner is not aware of any
trends or events, commitments or uncertainties that may have a
material impact on liquidity.
Operations
Fluctuations in the Partnership's operating results for the year
ended October 31, 1998 compared to 1997 and the year ended
October 31, 1997 compared to 1996 were primarily attributable to
the following:
<PAGE>
During the year ended October 31, 1998, rental income, property
operating expenses and depreciation and amortization expenses
decreased as a result of the sales of the Arlington Business
Center (sold in October 1997), Westwood 10, Carmel Park, and
Harborgate properties. Rental revenues and property operating
expenses decreased in 1997 primarily because of the absence of
revenues and costs from the 1718 Connecticut Avenue property,
which was sold in June 1996. See Note 5 to the Consolidated
Financial Statements.
The gains on sales of real estate in fiscal 1998 resulted from
the sales of the Carmel Park, Harborgate and Westwood 10
properties. In 1997 and 1996, the gains on sales of real estate
resulted from the sales of the Arlington Business Center and 1718
Connecticut Avenue properties, respectively. See Note 5 to the
Consolidated Financial Statements.
There was no equity in earnings of joint venture income in 1998.
Equity in earnings of joint venture increased in 1997 compared to
1996 as a result of the Partnership's share (approximately $2.2
million) of the gain from the sale of the Century Square office
building. See Note 6 to the Consolidated Financial Statements.
Interest and other income decreased in 1998 primarily because the
Partnership's interest earned in 1997 on the proceeds from the
sale of the Century Square property (until such proceeds were
distributed to Limited Partners) exceeded interest earned in 1998
on the proceeds from the sale of properties.
Depreciation and amortization decreased in 1997 compared to 1996
by approximately $252,000 because of the impairment writedown for
the Westwood 10, North Lake Plaza and Carmel Park properties
recorded at the end of the first quarter of 1996. Depreciation
and amortization also decreased in 1997 by approximately $154,000
due to the sale of the 1718 Connecticut Avenue property. No other
individual significant factors account for the remaining
decreases in 1997.
In June 1996, the Partnership repaid its loan from affiliate;
therefore, the Partnership incurred no interest expense in 1997
and 1998.
In the first quarter of fiscal 1996, the Partnership recorded
losses on impairment of the Westwood 10, 1718 Connecticut,
Northlake Plaza and Carmel Park properties totaling $8,510,000.
<PAGE>
No individual factor accounted for a significant change in
general and administrative expenses from 1998 to 1997 and from
1997 to 1996.
During the year ended October 31, 1998, the North Lake property
incurred rental revenues, property operating expenses and
depreciation and amortization expenses of approximately $978,000,
$290,000 and $165,000.
Inflation
Inflation has been consistently low during the periods presented
in the financial statements and, as a result, has not had a
significant effect on the operations of the Partnership or its
properties.
<PAGE>
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
DEAN WITTER REALTY INCOME PARTNERSHIP I, L.P.
INDEX
Page
(a) Financial Statements
Independent Auditors' Report 13
Consolidated Balance Sheets at October 31, 1998 and 1997 14
Consolidated Statements of Operations for the years ended
October 31, 1998, 1997 and 1996 15
Consolidated Statements of Partners' Capital for the
years ended October 31, 1998, 1997 and 1996 16
Consolidated Statements of Cash Flows for the years
ended October 31, 1998, 1997 and 1996 17-18
Notes to Consolidated Financial Statements 19-27
(b) Financial Statement Schedule
Real Estate and Accumulated Depreciation III 34-35
All schedules other than that indicated above have been omitted
because either the required information is not applicable or the
information is shown in the consolidated financial statements or
notes thereto.
<PAGE>
Independent Auditors' Report
To The Partners of
Dean Witter Realty Income Partnership I, L.P.:
We have audited the accompanying consolidated balance sheets of
Dean Witter Realty Income Partnership I, L.P. and consolidated
partnership (together, the "Partnership") as of October 31, 1998
and 1997, and the related consolidated statements of operations,
partners' capital, and cash flows for each of the three years in
the period ended October 31, 1998. Our audits also included the
financial statement schedule listed in the Index at Item 8.
These financial statements and financial statement schedule are
the responsibility of the Partnership's management. Our
responsibility is to express an opinion on the financial
statements and the financial statement schedule based on our
audits.
We conducted our audits in accordance with generally accepted
auditing standards. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether
the financial statements are free of material misstatement. An
audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An
audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating
the overall financial statement presentation. We believe that
our audits provide a reasonable basis for our opinion.
In our opinion, such consolidated financial statements present
fairly, in all material respects, the financial position of Dean
Witter Realty Income Partnership I, L.P. and consolidated
partnership as of October 31, 1998 and 1997, and the results of
their operations and their cash flows for each of the three
years in the period ended October 31, 1998 in conformity with
generally accepted accounting principles. Also, in our opinion,
such financial statement schedule, when considered in relation
to the basic consolidated financial statements taken as a whole,
presents fairly in all material respects the information set
forth therein.
/s/Deloitte & Touche LLP
DELOITTE & TOUCHE LLP
New York, New York
January 15, 1999
<PAGE>
<TABLE>
DEAN WITTER REALTY INCOME PARTNERSHIP I, L.P.
CONSOLIDATED BALANCE SHEETS
<CAPTION>
October 31,
1998 1997
ASSETS
<S> <C> <C>
Cash and cash equivalents $ 1,074,634 $
5,974,627
Real estate:
Land 2,312,300
4,942,300
Buildings and improvements 7,230,844
12,736,897
9,543,144
17,679,197
Accumulated depreciation (2,866,051)
(7,054,850)
6,677,093
10,624,347
Real estate held for sale - 15,761,239
Deferred leasing commissions, net 18,702
345,238
Other assets 10,794
908,045
$ 7,781,223
$33,613,496
LIABILITIES AND PARTNERS' CAPITAL
Accounts payable and accrued liabilities $ 250,468 $
484,705
Security deposits 43,282
110,788
293,750
595,493
Partners' capital (deficiency)
General partners (4,440,423)
(4,364,301)
Limited partners ($1,000 per Unit, 92,780 units
issued) 11,927,896
37,382,304
Total partners' capital 7,487,473
33,018,003
$ 7,781,223
$33,613,496
See accompanying notes to consolidated financial statements.
</TABLE>
<PAGE>
<TABLE>
DEAN WITTER REALTY INCOME PARTNERSHIP I, L.P.
CONSOLIDATED STATEMENTS OF OPERATIONS
For the years ended October 31, 1998, 1997 and 1996
<CAPTION>
1998 1997
1996
<S> <C> <C>
Revenues:
Rental $ 1,738,413 $
6,325,230 $ 7,013,164
Gains on sales of real estate 12,878,953
1,470,551 683,471 Equity in
earnings of joint venture - 2,483,485
589,362
Interest and other 147,669
174,649 207,740
14,765,035
10,453,915 8,493,737
Expenses:
Property operating 742,794
2,851,534 3,085,939
Depreciation 207,369
1,220,659 1,745,666
Amortization 27,178
115,553 138,008
General and administrative 407,116
411,961 403,546
Interest - -
218,159
Loss on impairment of real estate - -
8,510,000
1,384,457
4,599,707 14,101,318
Net income (loss) $13,380,578 $
5,854,208 $(5,607,581)
Net income (loss) allocated to:
Limited partners $13,330,415 $
5,633,960 $(4,978,476)
General partners 50,163
220,248 (629,105)
$13,380,578 $
5,854,208 $(5,607,581)
Net income (loss) per Unit of limited
partnership interest $ 143.68 $
60.72 $ (53.66)
See accompanying notes to consolidated financial statements.
</TABLE>
<PAGE>
<TABLE>
DEAN WITTER REALTY INCOME PARTNERSHIP I, L.P.
CONSOLIDATED STATEMENTS OF PARTNERS' CAPITAL
For the years ended October 31, 1998, 1997 and 1996
<CAPTION>
Limited General
Partners Partners Total
<S> <C> <C> <C>
Partners' capital (deficiency) at
November 1, 1995 $ 54,066,918
$(3,289,800) $ 50,777,118
Net loss (4,978,476)
(629,105) (5,607,581)
Distributions (3,922,805)
(309,264) (4,232,069)
Partners' capital (deficiency) at
October 31, 1996 45,165,637
(4,228,169) 40,937,468
Net income 5,633,960
220,248 5,854,208
Distributions (13,417,293)
(356,380) (13,773,673)
Partners' capital (deficiency) at
October 31, 1997 37,382,304
(4,364,301) 33,018,003
Net income 13,330,415
50,163 13,380,578
Distributions (38,784,823)
(126,285) (38,911,108)
Partners' capital (deficiency) at
October 31, 1998 $ 11,927,896
$(4,440,423) $ 7,487,473
See accompanying notes to consolidated financial statements.
</TABLE>
<PAGE>
<TABLE>
DEAN WITTER REALTY INCOME PARTNERSHIP I, L.P.
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the years ended October 31, 1998, 1997 and 1996
<CAPTION>
1998 1997 1996
Cash flows from operating activities:
<S> <C> <C>
<C>
Net income (loss) $ 13,380,578 $
5,854,208 $(5,607,581)
Adjustments to reconcile net income (loss)
to net cash provided by operating activities:
Gains on sales of real estate (12,878,953)
(1,470,551) (683,471)
Depreciation 207,369
1,220,659 1,745,666
Amortization 27,178
115,553 138,008
Equity in earnings of joint venture -
(2,483,485) (589,362)
Loss on impairment of real estate -
- - 8,510,000
(Increase) decrease to operating assets:
Deferred leasing commissions (193,664)
(240,140) (129,915)
Other assets 166,660
(265,849) 19,568
(Decrease) increase in operating liabilities:
Accounts payable and accrued liabilities
(80,237) 19,797
(51,471)
Security deposits (89,428)
(21,921) (19,544)
Net cash provided by operating activities
539,503 2,728,271 3,331,898
Cash flows from investing activities:
Proceeds from disposition of real estate 34,110,840
4,538,453 5,092,559
Additions to real estate (639,228)
(146,509) (335,596)
Distributions from joint venture - 10,912,889
922,699
Investments in joint venture - (5,559)
(130,576)
Net cash provided by investing activities
33,471,612 15,299,274
5,549,086
Cash flows from investing activities:
Cash distributions (38,911,108)
(13,773,673) (4,232,069)
Decrease in deferred distributions -
(1,233,837) (1,233,837)
Decrease in loan from affiliates - -
(4,032,527)
Net cash used in financing activities (38,911,108)
(15,007,510) (9,498,433)
(Decrease) increase in cash and cash equivalents
(4,899,993) 3,020,035
(617,449)
Cash and cash equivalents at beginning of year
5,974,627 2,954,592
3,572,041
Cash and cash equivalents at end of year $ 1,074,634
$ 5,974,627 $ 2,954,592
Supplemental disclosure of cash flow information:
Cash paid for interest $ -
$ - $ 218,159
</TABLE>
<PAGE>
<TABLE>
DEAN WITTER REALTY INCOME PARTNERSHIP I. L.P.
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the years ended October 31, 1998, 1997, and 1996
(continued)
<CAPTION>
1998 1997
1996
<S> <C> <C> <C>
Supplemental disclosure of non-cash investing activities:
Reclassification of real estate held for sale:
Decrease in real estate:
Land $ - $ 3,144,900
$ -
Building and improvements -
25,116,782 -
Accumulated depreciation -
(12,500,443) -
Increase in real estate held for sale $ -
$15,761,239 $ -
See accompanying notes to consolidated financial statements.
</TABLE>
<PAGE>
DEAN WITTER REALTY INCOME PARTNERSHIP I, L.P.
Notes to Consolidated Financial Statements
1. The Partnership
Dean Witter Realty Income Partnership I, L.P. (the "Partnership")
is a limited partnership organized under the laws of the State of
Delaware in 1983. The Partnership is managed by Dean Witter
Realty Income Properties I Inc. (the "Managing General Partner").
The Partnership's fiscal year ends on October 31.
In 1984, the Partnership issued 92,780 units of limited
partnership interest (the "Units") for $92,780,000. No
additional Units will be sold. The proceeds of the offering were
used to make equity investments in income-producing office,
industrial and retail properties which were not encumbered by
debt when acquired.
The Partnership expects to sell its remaining real estate
investment in 1999. Pursuant to the Partnership Agreement, the
sale of the Partnership's last such investment will cause the
dissolution of the Partnership. Thereafter, the Partnership will
wind up its affairs, make a final cash distribution, and
terminate.
2. Summary of Significant Accounting Policies
The financial statements include the accounts of the Partnership
and, prior to 1997, 1718 Connecticut, Ltd. on a consolidated
basis. The Partnership's 25% interest in the Century Square
property was accounted for on the equity method, until its sale
in fiscal 1997.
The Partnership's records are maintained on the accrual basis of
accounting for financial reporting and tax purposes. The
preparation of financial statements in conformity with generally
accepted accounting principles requires management to make
estimates and assumptions that affect the reported amounts of
assets and liabilities and disclosure of contingent assets and
liabilities at the date of the financial statements and the
reported amounts of revenues and expenses during the reporting
period. Actual results could differ from those estimates.
Cash and cash equivalents consist of cash and highly liquid
investments with maturities, when purchased, of three months or
less.
<PAGE>
DEAN WITTER REALTY INCOME PARTNERSHIP I, L.P.
Notes to Consolidated Financial Statements
The carrying value of real estate includes the purchase price
paid by the Partnership and acquisition fees and expenses. Costs
of improvements to the properties are capitalized, and repairs
are expensed. Depreciation is recorded on the straight-line
method. The Partnership stops recording depreciation on a
property when it is reclassified as real estate held for sale.
At least annually, and more often if circumstances dictate, the
Partnership evaluates the recoverability of the net carrying
value of its real estate and any related assets. As part of this
evaluation, the Partnership assesses, among other things, whether
there has been a significant decrease in the market value of any
of its properties. If events or circumstances indicate that the
net carrying value of a property may not be recoverable, the
expected future net cash flows from the property are estimated
for a period of approximately five years (or a shorter period if
the Partnership expects that the property may be disposed of
sooner), along with estimated sales proceeds at the end of the
period. If the total of these future undiscounted cash flows
were less than the carrying amount of the property, the property
would be written down to its fair value as determined (in some
cases with the assistance of outside real estate consultants)
based on discounted cash flows, and a loss on impairment
recognized by a charge to earnings.
Because the determination of fair value is based upon projections
of future economic events such as property occupancy rates,
rental rates, operating cost inflation and market capitalization
rates which are inherently subjective, the amounts ultimately
realized at disposition may differ materially from the net
carrying value as of October 31, 1998. The cash flows used to
evaluate the recoverability of the properties and to determine
fair value are based on good faith estimates and assumptions
developed by the Managing General Partner. Unanticipated events
and circumstances may occur and some assumptions may not
materialize; therefore, actual results may vary from the
estimates and the variances may be material. The Partnership may
provide additional write-downs which could be material in
subsequent years if real estate markets or local economic
conditions change.
<PAGE>
DEAN WITTER REALTY INCOME PARTNERSHIP I, L.P.
Notes to Consolidated Financial Statements
Deferred leasing commissions are amortized over the applicable
lease terms.
Rental income is accrued on a straight-line basis over the terms
of the leases. Accruals in excess of amounts payable by tenants
pursuant to their leases (resulting from rent concessions or
rents which periodically increase over the term of a lease) are
recorded as receivables and included in other assets.
Net income (loss) per Unit amounts are calculated by dividing net
income (loss) allocated to Limited Partners, in accordance with
the Partnership Agreement, by the weighted average number of
Units outstanding.
No provision for income taxes has been made in the financial
statements, since the liability for such taxes is that of the
partners rather than the Partnership.
For income tax purposes, Partnership results are reported for the
calendar year. The accounting policies used for tax reporting
purposes differ from those used for financial reporting as
follows: (a) depreciation is calculated using accelerated
methods, (b) rental income is recognized based on the payment
terms in the applicable leases, and (c) writedowns for impairment
of real estate are not deductible. In addition, offering costs
are treated differently for tax and financial reporting purposes.
The tax basis of the Partnership's assets and liabilities is
approximately $7.0 million higher than the amounts reported for
financial statement purposes.
The implementation in 1998 of Statement of Financial Accounting
Standards ("Statement") No. 128, "Earnings per Share" and
Statement No. 129, "Disclosure of Information about Capital
Structure" effective for the Partnership's 1998 year-end
financial statements did not have any impact on the Partnership's
financial statements.
Two additional accounting pronouncements will be effective for
the Partnership's 1999 financial statements. Statement No. 130,
"Reporting Comprehensive Income" establishes standards for
reporting and display of
<PAGE>
DEAN WITTER REALTY INCOME PARTNERSHIP I, L.P.
Notes to Consolidated Financial Statements
comprehensive income and its components. Statement No. 131,
"Disclosures about Segments of an Enterprise and Related
Information" establishes standards for
reporting information about operating segments and related
disclosures about products and services, geographic areas, and
major customers. The Partnership does not believe that these
Statements will have any effect on its computation or
presentation of net income or other disclosures.
3. Partnership Agreement
The Partnership Agreement provides that distributable cash, as
defined, will be paid 90% to the Limited Partners and 10% to the
General Partners.
Sale or financing proceeds will be distributed, to the extent
available, first, to each Limited Partner, until there has been a
return of the Limited Partner's capital contribution plus
cumulative distributions of distributable cash and sale or
financing proceeds in an amount sufficient to provide a 9%
cumulative annual return on the Limited Partner's adjusted
capital contribution. Thereafter, any remaining sale or
financing proceeds will be distributed 85% to the Limited
Partners and 15% to the General Partners after the Managing
General Partner receives a brokerage fee, if earned, of up to 3%
of the selling price of any equity investment.
Taxable income generally is allocated in the same proportions as
distributions of distributable cash or sale or financing proceeds
(except that the General Partners must be allocated at least 1%
of taxable income from sales or financings). In the event there
is no distributable cash or sale or financing proceeds, taxable
income will be allocated 90% to the Limited Partners and 10% to
the General Partners. Any tax loss will be allocated 90% to the
Limited Partners and 10% to the General Partners.
Distributions paid to the Limited Partners during the year ended
October 31, 1998 included a return of capital, determined as cash
distributed per Unit in excess of accumulated earnings per Unit
not previously distributed, of $351.10 per Unit. All
distributions paid to Limited Partners during the years ended
October 31, 1997 and 1996 are considered to be a return of
capital.
<PAGE>
<table
DEAN WITTER REALTY INCOME PARTNERSHIP I, L.P.
Notes to Consolidated Financial Statements
4. Real Estate Investments
The locations, years of acquisition and net carrying values of
the properties are as follows:
[CAPTION]
Net Carrying Value
Year of at October 31,
Acquisition 1998 1997
[S] [C] [C] [C]
North Lake Plaza,
Altamonte Springs, FL 1984, 1986 $6,677,093 $6,741,580
Harborgate, Los Angeles, CA 1984 -
3,882,767
$6,677,093 $10,624,347
In the first quarter of fiscal 1996, in accordance with the
impairment evaluation policy described in Note 2, the Partnership
evaluated the recoverability of its investments in real estate
and concluded that, based on revised expectations as to the
holding periods of the properties, the Partnership would be
unable to recover its investments in the North Lake Plaza, 1718
Connecticut, Westwood 10 and Carmel Park properties.
Accordingly, the Partnership wrote these properties down to their
estimated fair values (based on independent appraisals) and
recorded losses on impairment totaling $8,510,000.
<PAGE>
<TABLE>
DEAN WITTER REALTY INCOME PARTNERSHIP I, L.P.
Notes to Consolidated Financial Statements
5. Sales of Real Estate
The Partnership completed the following property sales during
1998 and 1997.
<CAPTION>
($000)
Date of Negotiated Net Proceeds
Property Sale Sale Price from the Sale
Gain on Sale
Fiscal 1998 Sales:
<S> <C> <C> <C>
<C>
Carmel Park I & II 12/8/97 $17,675 $17,159
$6,234
Westwood 10 12/23/97 9,400 8,906
3,097
Harborgate 7/10/98 8,500 8,046
3,548
$35,575 $34,111
$12,879
Fiscal 1997 Sale:
Arlington Business Center 10/10/97 $ 5,200 $ 4,538
$ 1,471
Fiscal 1996 Sale:
1718 Connecticut 6/24/96 $ 5,438 $ 5,093
$ 683
All of the properties were sold to unaffiliated buyers.
The net proceeds from the sale are net of closing costs.
As of October 31, 1998, all of the net sales proceeds were
distributed except for approximately $1,000,000, from the sale of
the Harborgate property, which was added to the Partnership's
cash reserves.
</TABLE>
<PAGE>
<TABLE>
DEAN WITTER REALTY INCOME PARTNERSHIP I, L.P.
Notes to Consolidated Financial Statements
As of October 31, 1997, the aggregate net carrying values of the
Westwood 10 and Carmel Park I and II buildings were classified
as real estate held for sale.
In accordance with the Partnership Agreement, all of the
distributed net sales proceeds were paid 100% to the Limited
Partners, and all gains from property sales were allocated 100%
to the Limited Partners.
6. Investment in Joint Venture
Century Square, Pasadena, California
In 1985, the Partnership purchased, for $9.7 million, a 25%
general partnership interest in the partnership (the "Joint
Venture") which owned the property, an office building. An
affiliate of the Partnership, Dean Witter Realty Income
Partnership II, L.P., purchased the remaining 75% general
partnership interest. Cash flow and profits and losses were
allocated to the Partnership and the affiliate according to their
interests in the Joint Venture.
On April 10, 1997, the Joint Venture sold the property to an
unaffiliated party for $41,500,000 ($40,800,000, net of closing
costs). The Partnership's share of the net sales proceeds was
approximately $10.2 million. The Partnership's share of the gain
on sale was approximately $2.2 million, which was allocated 100%
to the Limited Partners in accordance with the Partnership
Agreement.
Summarized results of operations of the Joint Venture are as
follows:
<CAPTION>
Year ended October 31,
1997 1996
<S> <C> <C>
Gain on sale of property $ 7,678,505 $ -
Rental income 2,568,682 5,761,715
Other income 24,006 69,838
10,271,193 5,831,553
Property operating expenses 1,041,475 1,926,040
Depreciation and amortization 336,005 1,548,067
1,377,480 3,474,107
Net income $ 8,893,713 $2,357,446
</TABLE>
<PAGE>
DEAN WITTER REALTY INCOME PARTNERSHIP I, L.P.
Notes to Consolidated Financial Statements
7. Leases
Minimum future rental income under noncancellable operating
leases of the North Lake Plaza property as of October 31, 1998 is
as follows:
Year ending October 31:
1999 $ 719,137
2000 729,380
2001 667,748
2002 554,744
2003 186,905
Total $2,857,914
The Partnership has determined that all of the property's leases
are operating leases. The lease terms range from three to eight
years, and generally provide for fixed minimum rents with rental
escalation and/or expense reimbursement clauses.
8. Related Party Transactions
An affiliate of the Managing General Partner provided property
management services for the North Lake Plaza, Carmel Park and
Westwood 10 properties in 1998; the affiliate managed five
properties in 1997 and 1996. The Partnership paid the affiliate
management fees of approximately $58,000, $191,000 and $226,000
for the years ended October 31, 1998, 1997, and 1996,
respectively. These amounts are included in property operating
expenses.
Another affiliate of the Managing General Partner performs
administrative functions and processes certain investor and tax
information on behalf of the Partnership. In 1998, 1997 and 1996
the affiliate was reimbursed approximately $159,000, $240,000,
and $259,000, respectively (included in general and
administrative expenses) for these services.
<PAGE>
DEAN WITTER REALTY INCOME PARTNERSHIP I, L.P.
Notes to Consolidated Financial Statements
As of October 31, 1998, the affiliates were owed approximately
$17,000 for these services.
Prior to 1990, the Partnership borrowed funds from an affiliate
of the Managing General Partner to fund the cost of tenant
improvements, capital expenditures and other Partnership
expenditures. The loan bore interest at the prime rate. In June
1996, the loan was repaid with a portion of the proceeds from the
sale of the 1718 Connecticut Avenue property. Interest expense
from this loan was $218,159 in 1996.
Through January 31, 1995, the General Partners deferred receipt
of an aggregate amount of $2,467,674 of distributions to which
they were entitled; amounts deferred were charged against
partners' capital and recorded as liabilities to the General
Partner. Beginning with the February 28, 1995 distribution, the
General Partners began to receive their distributions currently.
In September 1996, the Partnership paid $1,233,837 of deferred
distributions, and, in November 1996, paid the remaining deferred
distributions to the General Partners.
9. Litigation
Various public partnerships sponsored by Dean Witter Realty Inc.
(including the Partnership and its Managing General Partner) were
defendants in a class action lawsuit. On July 17, 1998, the
Delaware Chancery Court granted the defendant's motion to dismiss
the complaint in the lawsuit. On August 14, 1998, the plaintiffs
filed a notice of appeal from the Court's order. On January 6,
1999, the Delaware Supreme Court affirmed the Chancery Court's
dismissal of the complaint.
<PAGE>
DEAN WITTER REALTY INCOME PARTNERSHIP I, L.P.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
ACCOUNTING AND FINANCIAL DISCLOSURE
None.
PART III.
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
The Partnership is a limited partnership which has no directors
or officers.
The directors and executive officers of the Managing General
Partner are as follows:
Position with the
Name Managing General Partner
William B. Smith Chairman of the Board of Directors
E. Davisson Hardman, Jr. President and Director
Lawrence Volpe Director
Ronald T. Carman Secretary and Director
All of the directors have been elected to serve until the next
annual meeting of the shareholder of the Managing General Partner
or until their successors are elected and qualify. Each of the
executive officers has been elected to serve until his successor
is elected and qualifies.
William B. Smith, age 55, has been a Managing Director of Morgan
Stanley and co-head of Morgan Stanley Realty Incorporated since
July 1997, and a Managing Director of Dean Witter Realty Inc.,
which he joined in 1982. He is an Executive Vice President of
Dean Witter Reynolds, Inc.
E. Davisson Hardman, Jr., age 49, has been a Managing Director of
Morgan Stanley Asia, Ltd. since July 1997, and a Managing
Director of Dean Witter Realty Inc., which he joined in 1982.
<PAGE>
DEAN WITTER REALTY INCOME PARTNERSHIP I, L.P.
Lawrence Volpe, age 51, is a Senior Vice President of Dean Witter
Reynolds, Inc., which he joined in 1983. Since June 1998, he has
served in an advisory capacity, in connection with Dean Witter
Realty Inc., and related entities. Prior to June 1998, he was
the Controller of Dean Witter Reynolds Inc., and the Managing
General Partner, and Dean Witter Realty Inc., and a Director of
Dean Witter Realty Inc.
Ronald T. Carman, age 47, is a Director and the Secretary of Dean
Witter Realty, Inc. He has been an Assistant Secretary of MWD
and a managing director of Morgan Stanley & Co. Inc. since July
1998. Previously, he was a Senior Vice President and Associate
General Counsel of Dean Witter Reynolds Inc., which he joined in
1984.
There is no family relationship among any of the foregoing
persons.
ITEM 11. EXECUTIVE COMPENSATION
The General Partners are entitled to receive cash distributions,
when and as cash distributions are made to the Limited Partners,
and a share of taxable income or tax loss. Descriptions of such
distributions and allocations are in Item 5 above. The General
Partners received cash distributions of $126,285, $356,380 and
$309,264 for fiscal years 1998, 1997 and 1996, respectively.
The General Partners and their affiliates were paid certain fees
and reimbursed for certain expenses. Information concerning such
fees and reimbursements is contained in Note 8 to the
Consolidated Financial Statements in Item 8 above.
The directors and officers of the Partnership's Managing General
Partner received no remuneration from the Partnership.
<PAGE>
DEAN WITTER REALTY INCOME PARTNERSHIP I, L.P.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT
(a) No person is known to the Partnership to be the beneficial
owner of more than five percent of the Units.
(b) The directors and executive officers of the Managing
General Partner own the following Units as of January 1, 1999:
(1) (2) (3)
Amount and
Title of Name of Nature of
Class Beneficial Owner Beneficial
Ownership
Limited All directors and executive *
Partnership officers of Managing
General
Interests Partner, as a group
*Own, by virtue of their ownership of Limited Partnership
interests in the Associate General Partner, less than 1% of
the Units of the Partnership.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
As a result of their being partners of a limited partnership
which is the limited partner of the Associate General Partner,
certain current and former officers and directors of the Managing
General Partner also own indirect general partnership interests
in the Partnership. The Partnership Agreement of the Partnership
provides that cash distributions and allocations of income and
loss to the General Partners be distributed or allocated 50% to
the Managing General Partner and 50% to the Associate General
Partner. The General Partners' share of cash distributions and
income or loss is described in Item 5 above.
<PAGE>
DEAN WITTER REALTY INCOME PARTNERSHIP I, L.P.
All of the outstanding shares of common stock of the Managing
General Partner are owned by Realty, a Delaware corporation which
is a wholly-owned subsidiary of Morgan Stanley, Dean Witter & Co.
The general partner of the Associate General Partner is Dean
Witter Realty Income Associates I Inc., which is a wholly-owned
subsidiary of the Managing General Partner. The limited partner
of the Associate General Partner is LSA 84 L.P., a Delaware
limited partnership. Realty and certain current and former
officers and directors of Realty are partners of LSA 84 L.P.
Additional information with respect to the directors and
executive officers and compensation of the Managing General
Partner and affiliates is contained in Items 10 and 11 above.
The General Partners and their affiliates were paid certain fees
and reimbursed for certain expenses. Information concerning such
fees and reimbursements is contained in Note 8 to the
Consolidated Financial Statements in Item 8 above. The
Partnership believes that the payment of fees and the
reimbursement of expenses to the General Partners and their
affiliates are on terms as favorable as would be obtained from
unrelated third parties.
PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON
FORM 8-K
(a) The following documents are filed as part of this Annual
Report:
1. Financial Statements (see Index to Financial Statements
filed as part of Item 8 of this Annual Report).
2. Financial Statement Schedule (see Index to
Financial Statements filed as part of Item 8 of this
Annual Report).
3. Exhibits
(a) Amended and Restated Agreement of Limited Partnership dated
as of August 15, 1983 set forth in Exhibit A to the Prospectus
included in
(b) Registration Statement Number 286041 is incorporated herein
by reference.
(b) Certificate of Limited Partnership included in
Registration Statement Number 286041 is incorporated
herein by reference.
(4)(a) Amended and Restated Agreement of Limited
Partnership dated as of August 15, 1983 set forth in
Exhibit A to the Prospectus included in Registration
Statement Number 286041 is incorporated herein by
reference.
(b) Certificate of Limited Partnership included in
Registration Statement Number 286041 is incorporated
herein by reference.
(10)(a) Purchase and Sale Agreements for properties purchased
were filed as Exhibits to Form 8-K on April 26, 1984,
October 17, 1984, October 26, 1984, October 31, 1984,
December 20, 1984, July 15, 1985 and October 29, 1985 and
are incorporated herein by reference.
(b) "Purchase Agreement" dated as of May 31, 1996 for sale
of the 1718 Connecticut Avenue property was filed as an
Exhibit to Form 8-K on June 24, 1996 and is incorporated
herein by reference.
(c) "Purchase and Sale Agreement" dated as of February 28,
1997 for sale of the Century Square property was filed as
an Exhibit to Form 8-K on April 10, 1997 and is
incorporated herein by reference.
(d) "Purchase and Sale Agreement" dated as of September 8,
1997 for sale of the Arlington Business Center property
was filed as an Exhibit to Form 8-K on October 10, 1997
and is incorporated herein by reference.
(e) "Purchase and Sale Agreement" dated as of November 10,
1997 for sale of the Carmel Park property and the related
"First Amendment to Purchase and Sale Agreement" dated as
of December 2, 1997 were filed as Exhibits to Form 8-K on
December 8, 1997 and are incorporated herein by
reference.
(f) "Purchase and Sale Agreement" dated as of October 30,
1997 for sale of the Westwood 10 property was filed as an
Exhibit to Form 8-K on December 23, 1997 and is
incorporated herein by reference.
<PAGE>
(g) "Purchase and Sale Agreement" dated as of May 29, 1998
for sale of the Harborgate property was filed as an
Exhibit to Form 8-K on July 10, 1998 and is incorporated
herein by reference.
(21) Subsidiary: 1718 Connecticut, Ltd., a District of
Columbia limited partnership.
(27) Financial Data Schedule.
(b) No Forms 8-K were filed by the Partnership
during the last quarter of the period covered by this
report.
<PAGE>
<TABLE>
SCHEDULE III
DEAN WITTER REALTY INCOME PARTNERSHIP I, L.P.
Real Estate and Accumulated Depreciation
October 31, 1998
Initial Cost to Partnership (A)
<CAPTION>
Cost
Capitalized
Building and Subsequent
Description Land Improvements Total
Acquisition
<S> <C> <C> <C> <C>
Shopping Center
Altamonte
Springs, FL $ 2,300,000 $7,626,517 $9,926,517 $993,627
Gross Amount at which
Carried at End of Period (B)
Losses on
Impairment of Buildings &
Description Real Estate Land Improvements
Total
Shopping Center
Altamonte
Springs, FL $(1,377,000) $2,312,300 $7,230,844
$9,543,144
Life on
which
Depreciation
in Latest
Income
Accumulated Date of Date
Statements is
Description Depreciation Construction Acquired
Computed
Shopping Center
Altamonte
Springs, FL $2,866,051 1981-1985 October 1984 5-40 years
Notes:
(A) The initial cost includes the purchase price paid by the
Partnership and acquisition fees and expenses. No carrying
costs have been capitalized subsequent to acquisition. There
is no difference between cost for financial reporting purposes
and federal income tax purposes.
</TABLE>
<PAGE>
<TABLE>
SCHEDULE III (Cont'd)
(B) Reconciliation of real estate owned at October 31:
<CAPTION>
1998 1997
1996
<S> <C> <C>
<C>
Balance at beginning of period $ 17,679,197 $ 53,050,614
$ 68,781,271
Improvements 639,228 146,509 335,596
Sale of real estate (8,775,281)
(7,256,244) (7,556,253)
Real estate held for sale -
(28,261,682) -
Losses on impairments of
real estate - -
(8,510,000)
Balance at end of period $ 9,543,144 $ 17,679,197 $
53,050,614
(C) Reconciliation of accumulated depreciation:
Balance at beginning of period $ 7,054,850 $ 2
2,598,452 $ 24,089,561
Depreciation expense 207,369 1,220,659
1,745,666
Sale of real estate (4,396,168)
(4,263,818) (3,236,775)
Real estate held for sale -
(12,500,443) -
Balance end of period $ 2,866,051 $
7,054,850 $ 22,598,452
</TABLE>
<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.
DEAN WITTER REALTY INCOME PARTNERSHIP I, L.P.
By: Dean Witter Realty Income Properties I Inc.
Managing General Partner
By: /s/E. Davisson Hardman, Jr. Date: January 27, 1999
E. Davisson Hardman, Jr.
President
By: /s/Charles M. Charrow Date: January 27, 1999
Charles M. Charrow
Controller
(Principal Financial and Accounting Officer)
Pursuant to the requirements of the Securities Exchange Act
of 1934, this report has been signed below by the following
persons on behalf of the registrant and in the capacities and on
the dates indicated.
DEAN WITTER REALTY INCOME PROPERTIES I INC.
Managing General Partner
/s/William B. Smith Date: January 27, 1
999
William B. Smith
Chairman of the Board of Directors
/s/E. Davisson Hardman, Jr. Date: January 27,
1999
E. Davisson Hardman, Jr.
Director
/s/Lawrence Volpe Date: January 27, 1
999
Lawrence Volpe
Director
/s/Ronald T. Carman Date: January 27, 19
99
Ronald T. Carman
Director
<PAGE>
DEAN WITTER REALTY INCOME PARTNERSHIP I, L.P.
Year Ended October 31, 1998
Exhibit Index
Exhibit
No.
27 Financial Data Schedule
E1
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
Registrant is a limited partnership which invests in real estate, and
real estate joint ventures. In accordance with industry practice, its
balance sheet is unclassified. For full information, refer to the
accompanying audited financial statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> OCT-31-1998
<PERIOD-END> OCT-31-1998
<CASH> 1,074,634
<SECURITIES> 0
<RECEIVABLES> 10,794
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 7,781,223<F1>
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 7,487,473<F2>
<TOTAL-LIABILITY-AND-EQUITY> 7,781,223<F3>
<SALES> 0
<TOTAL-REVENUES> 14,765,035<F4>
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 1,384,457
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 13,380,578
<INCOME-TAX> 0
<INCOME-CONTINUING> 13,380,578
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 13,380,578
<EPS-PRIMARY> 143.68<F5>
<EPS-DILUTED> 0
<FN>
<F1>In addition to cash and receivables, total assets include net investments
in real estate of $6,677,093 and net deferred leasing commissions of
$18,702.
<F2>Represents partners' capital.
<F3>Liabilities include accounts payable and accrued liabilities of $250,468
and other liabilities of $43,282.
<F4>Total revenue includes rent of $1,738,413, gain on sales of real estate
of $12,878,953,and interest and other revenue of $147,669.
<F5>Represents net income per Unit of limited partnership interest.
</FN>
</TABLE>
