SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
Annual Report Pursuant to Section 13 or 15(d) of
Securities Exchange Act of 1934
Commission File
For the year ended December 31, 1994 Number 2-95219
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INDIAN RIVER CITRUS INVESTORS LIMITED PARTNERSHIP
Massachusetts 04-2859087
(State of organization) (IRS Employer 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
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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
(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/A or any amendment to
this Form 10-K/A.
[ X ]
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 Financial 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.
INDIAN RIVER CITRUS INVESTORS
LIMITED PARTNERSHIP
By: WINTHROP AGRICULTURAL
MANAGEMENT II, INC.,
General Partner
Date: July 28, 1995 By: /s/Judith A. Miller
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Judith A. Miller
Vice President
<PAGE>
INDEX TO EXHIBITS
Exhibit No Title of Document
3, 4 Agreement and Certificate of Limited Partnership, as amended
to date(1)
10A Long-Term Fruit Purchase(Orange) Agreement Tropicana
Products, Inc., Indian River Citrus Investors Limited
Partnership(2)
10B Property Management Agreement between Bariston Management,
Inc. and Indian River Citrus Investors Limited Partnership,
dated August 27, 1987, as amended(2)
10C Purchase and Sale Agreement dated as of December 28, 1984
by and between Registrant and Caulkins Citrus Company Limited
(including, as exhibits thereto, the forms of Temporary
Harvesting Easement, Caulkins Second Mortgage Note, Grove
Management Agreement, Fruit Purchase Agreement and Indemnity
Agreement) filed January 9, 1985(2)
First Amendment to Purchase and Sale Agreement dated as of November
1, 1985 by and between Registrant and Caulkins Citrus Company Limited
(including as exhibits thereto the forms of Caulkins Second Mortgage
Note, Grove Management Agreement and Fruit Purchase Agreement) filed
November 14, 1985(3)
10D Securities Indemnity Agreement dated as of December 18,
1984 by and among Caulkins Citrus Company Limited, the
Registrant, Winthrop Agricultural Management II, Inc.
and First Winthrop Corporation filed January 9, 1985(1)
10E.1 Management Agreement dated as of December 28, 1984 by
and between the Registrant and Winthrop Agricultural
Management II, Inc. filed January 9, 1985(2)
10E.2 Amendment to Management Agreement dated as of November
13, 1985 by and between Registrant and Winthrop
Agricultural Management II, Inc. filed November 14,
1985(3)
10F Incentive Asset Management Agreement dated as of
December 12, 1985 by and between the Registrant and
Winthrop Financial Associates, A Limited Partnership,
filed December 12, 1985(3)
10G Accounting Services Agreement dated as of April 2,
1985 by and between the Registrant and First Winthrop
Corporation filed April 8, 1985(3)
Amendment of Accounting Services Agreement dated as
of November 13, 1985 by and between the Registrant
and Winthrop Agricultural Management II, Inc. filed
November 14, 1985(3)
10H Form of Promissory Note and Assignment of Registrant
filed April 8, 1985(3)
10I Form of Assumption Agreement by the General Partner
of Registrant filed November 14, 1985(3)
10J Fruit Participation Contract dated April 17, 1990
by and between Caulkins Indiantown Citrus Company
and Partnership(4)
10K Grove Management Agreement dated as of April 1, 1993
between the Registrant and AgriManagement,
Incorporated(5)
10L Termination Agreement dated as of March 31, 1993 terminating
(i) the Management Agreement dated as of April 15, 1986
between the General Partner and Bariston Associates, Inc.;
(ii) the Incentive Asset Management Agreement dated as of April 15,
1986 between WFA and Bariston Associates, Inc.; and (iii) the
Accounting Services Agreement dated as of April 15, 1986 between
First Winthrop Corporation and Bariston
Associates, Inc.(5)
10M Amended and Restated Consulting Agreement dated as
of March 31, 1993(5)
25 Power of Attorney filed January 9, 1985(3)
25A Appraisal of Caulkins Citrus Company Grove, Citrus
Boulevard, Indiantown, Florida, dated October 1,
1984, prepared by Peter D. Armfield, MAI,
Armfield-Houck Appraisal Research, Inc. filed
January 9, 1985(3)
Supplemental letter dated November 12, 1985 from
Peter D. Armfield filed November 14, 1985(3)
27 Financial Data Schedule for the period ended December 31, 1994
28A Pages 19-20, 22-36, 38-41, 48-50 and 53-55 of
Registrant's Prospectus dated December 16, 1985
which was filed with the Commission pursuant to Rule 424(b) P
28B Agricultural Engineering Evaluation of Caulkins
Citrus Company Grove dated January 25, 1985
prepared by Kenneth A. Harris, P.E. filed April 18, 1985(3)
Supplemental letter dated November 8, 1985 from
Kenneth A. Harris, P.E. filed November 14, 1985(3)
28C Horticultural Evaluation of Caulkins Citrus
Company Grove dated December 10, 2984 and Update
of the Horticultural Evaluation dated March 12,
1985 filed April 18, 1985(3)
28D Summary of Horticultural Evaluation of Caulkins
Citrus Company Grove Supplemental dated Novem-
ber 12, 1985 from John R. King, Ph.D. (included
as Exhibit C of Prospectus)(3)
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(1) Incorporated herein by reference to the Registrant's Annual Report on Form
10-K for the year ended December 31, 1985.
(2) Incorporated by reference to the Registrant's Annual Report on Form 10-K
for the year ended December 31, 1987.
(3) Incorporated by reference to the Registrant's Registration Statement on
Form S-1, as amended, File No. 2-95219.
(4) Incorporated by reference to the Registrant's Annual Report on Form 10-K
for the year ended December 31, 1990.
(5) Incorporated by reference to the Registrant's Annual Report on Form 10-K
for the year ended December 31, 1993.
<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> 0000760612
<NAME> Indian River Citrus Investors Limited Partnership
<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> 1,601,325
<SECURITIES> 1,523,303
<RECEIVABLES> 99,102
<ALLOWANCES> 0
<INVENTORY> 1,769,116
<CURRENT-ASSETS> 99,113
<PP&E> 24,457,577
<DEPRECIATION> 5,393,170
<TOTAL-ASSETS> 24,156,366
<CURRENT-LIABILITIES> 1,310,828
<BONDS> 21,616,860
<COMMON> 0
0
0
<OTHER-SE> 1,228,678
<TOTAL-LIABILITY-AND-EQUITY> 24,156,366
<SALES> 0
<TOTAL-REVENUES> 5,149,143
<CGS> 2,225,083
<TOTAL-COSTS> 1,939,514
<OTHER-EXPENSES> 55,138
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 2,214,165
<INCOME-PRETAX> (1,284,757)
<INCOME-TAX> 0
<INCOME-CONTINUING> (1,284,757)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (1,284,757)
<EPS-PRIMARY> (74.600)
<EPS-DILUTED> 0.000
</TABLE>
