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 0-16848
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SOUTHEASTERN INCOME PROPERTIES LIMITED PARTNERSHIP
(Exact name of registrant as specified in its charter)
Virginia 54-1350850
(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
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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
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 FINANCIAL DATE 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.
SOUTHEASTERN INCOME PROPERTIES LIMITED
PARTNERSHIP
By: Winthrop Southeastern Limited Partnership,
Its General Partner
By: Eight Winthrop Properties, Inc.,
Its General Partner
Date: July 31, 1995 By: /s/Judith A. Miller
--------------------------------
Judith A. Miller
Vice President
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
Partnership and in the capacities and on the dates indicated.
/s/Judith A. Miller Sole Director and President of
Judith A. Miller Eight Winthrop Properties, Inc.
Date: July 31, 1995
<PAGE>
SOUTHEASTERN INCOME PROPERTIES LIMITED PARTNERSHIP
NOTES TO FINANCIAL STATEMENTS - CONTINUED
DECEMBER 31, 1994, 1993 AND 1992
SOUTHEASTERN INCOME PROPERTIES LIMITED PARTNERSHIP
Index to Exhibits
Exhibit Title of Document
No.
2.1 Agreement and Addendum to Agreement by and among Glade M. Knight
("Knight"), Ben T. Austin, II ("Austin"), Winthrop Southeast Limited
Partnership ("WSLP") and Investors Savings Bank, F.S.B. ("ISB") (the
"Agreement") dated as of August 8, 1991 and effective as of August 16,
1991. [The exhibits to the Agreement have been omitted from the Agreement
and are listed in the Agreement.] (Exhibit 2.1)(8)
2.2 Supplemental Agreement by and among WSLP, Knight and ISB (the "Knight
Agreement") dated as of August 8, 1991 and effective as of August 16, 1991.
[The exhibits to the Knight Agreement have been omitted from the Knight
Agreement and are listed in the Knight Agreement.] (Exhibit 2.2)(8)
2.3 Supplemental Agreement and Addendum to Supplemental Agreement by and among
WSLP, Austin and ISB dated as of August 8, 1991 and effective as of August
16, 1991. (Exhibit 2.3)(8)
2.4 Employment Agreement by and between WSLP and Austin dated as of August 8,
1991 and effective as of August 16, 1991. (Exhibit 2.4)(8)
2.5 Supplemental Agreement by and between WSLP and ISB dated as of August 8,
1991 and effective as of August 16, 1991. (Exhibit 2.5)(8)
3.1 Amended and Restated Certificate and Agreement of Limited Partnership of
Southeastern Income Proper- ties Limited Partnership. (Exhibit 4.1)(1)
3.2 First Amendment to Amended and Restated Certifi- cate and Agreement of
Limited Partnership of Southeastern Income Properties Limited Partnership
dated as of February 17, 1987. (Exhibit 4.2)(1)
3.3 Second Amendment to Amended and Restated Certifi- cate and Agreement of
Limited Partnership of Southeastern Income Properties Limited Partnership
dated as of March 16, 1987. (Exhibit 4.3)(1)
3.4 Third Amendment to Amended and Restated Certifi- cate and Agreement of
Limited Partnership of Southeastern Income Properties Limited Partnership
dated as of April 30, 1987. (Exhibit 4.4)(1)
3.5 Fourth Amendment to Amended and Restated Certifi- cate and Agreement of
Limited Partnership of Southeastern Income Properties Limited Partnership
dated as of May 28, 1987. (Exhibit 4.1)(2)
3.6 Fifth Amendment to Amended and Restated Certifi- cate and Agreement of
Limited Partnership of Southeastern Income Properties Limited Partnership
dated as of June 29, 1987. (Exhibit 4.2)(2)
3.7 Sixth Amendment to Amended and Restated Certifi- cate and Agreement of
Limited Partnership of Southeastern Income Properties Limited Partnership
dated as of February 12, 1992. (Exhibit 3.7)(9)
<PAGE>
3.8 Articles of Incorporation of SIP Assignor Corporation. (Exhibit 3.6)(3)
3.9 Bylaws of SIP Assignor Corporation. (Exhibit 3.7)(3)
10.1 Apartment Management Agreement (for the Sterlingwood Apartments). (Exhibit
28.1)(1)
10.2 Apartment Management Agreement (for the Forestbrook Apartments). (Exhibit
28.2)(1)
10.3 Apartment Management Agreement (for the Seasons Chase Apartments). (Exhibit
10.5)(4)
10.4 Apartment Management Agreement (for the Pelham Ridge Apartments). (Exhibit
10.4)(5)
10.5 Apartment Management Agreement, dated February 12, 1992 between the
Partnership and Winthrop Manage- ment (for Pelham Ridge Apartments).
(Exhibit 10.5) (9)
10.6 Apartment Management Agreement, dated February 12, 1992 between the
Partnership and Winthrop Manage- ment (for Forestbrook Apartments).
(Exhibit 10.6)(9)
10.7 Apartment Management Agreement, dated February 12, 1992 between the
Partnership and Winthrop Manage- ment (for Seasons Chase Apartments).
(Exhibit 10.7) (9)
10.8 Apartment Management Agreement, dated February 12, 1992 between the
Partnership and Winthrop Manage- ment (for Sterlingwood Apartments).
(Exhibit 10.8) (9)
10.9 Property Acquisition Agreement between Southeastern Income Properties
Limited Partnership and Knight Austin Corporation. (Exhibit 28.3)(1)
10.10 Real Estate Consulting Agreement between Southeastern Income
Properties Limited Partnership and WFS Realty Corporation. (Exhibit
28.4)(1)
10.11 Rent Guarantee and Escrow Agreement for the Seasons Chase Apartments.
(Exhibit 29.2)(6)
10.12 Novation to Rent Guarantee and Escrow Agreement for the Seasons Chase
Apartments. (Exhibit 19.3)(6)
10.13 Rent Guarantee Agreement for the Pelham Ridge Apartments. (Exhibit
10.3)(5)
10.14 Repair Supervisory Contract. (Exhibit 10.10)(7)
10.15 Supervisory Insurance Adjustment Contract. (Exhibit 10.11)(7)
<PAGE>
10.16 Mortgage Brokerage and Consulting Agreement. (Exhibit 10.12)(7)
27 Financial Data Schedule for the period ended December 31, 1994
28.1 Pages 31 through 38 of the Prospectus of the Partnership dated January 7,
1987. P
28.3 Information Statement furnished in connection with Solicitation of
Consents, dated November 22, 1991, filed with the Commission on October 17,
1991 (the "1991 Solicitation of Consents") (Exhibit 28.3).(10)
28.4 Pages 14-20 of the 1991 Solicitation of Consents. P
(1) Incorporated by reference to the exhibit shown in parentheses filed with
the Commission in the registrant's quarterly report on Form 10-Q for the
quarter ended March 30, 1987.
(2) Incorporated by reference to the exhibit shown in parentheses filed with
the Commission in the registrant's quarterly report on Form 10-Q for the
quarter ended June 30, 1987.
(3) Incorporated by reference to the exhibit shown in parentheses filed with
the Commission in the registrant's registration statement on Form S-11
(Registration No. 33- 9085).
(4) Incorporated by reference to the exhibit shown in parentheses filed with
the Commission in the registrant's current report on Form 8-K dated
September 2, 1987.
(5) Incorporated by reference to the exhibit shown in parentheses filed with
the Commission in the registrant's current report on Form 8-K dated
September 6, 1988.
(6) Incorporated by reference to the exhibit shown in parentheses filed with
the Commission in the registrant's quarterly report on Form 10-Q for the
quarter ended September 30, 1987.
(7) Incorporated by reference to the exhibit shown in parentheses filed with
the Commission in the registrant's 1989 Annual Report.
(8) Incorporated by reference to the exhibit shown in parentheses filed with
the Commission in the registrant's current report on Form 8-K on September
3, 1991.
(9) Incorporated by reference to the exhibit shown in parentheses filed with
the Commission in the registrant's annual report on Form 10-K for the year
ended December 31, 1991.
(10) Incorporated by reference to the exhibit shown in parentheses filed with
the Commission in the registrant's annual report on Form 10-K for the year
ended December 31, 1992.
<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> 0000802969
<NAME> Southeastern Income Properties
<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> 248,928
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 767,077
<PP&E> 23,809,943
<DEPRECIATION> 9,351,107
<TOTAL-ASSETS> 15,474,841
<CURRENT-LIABILITIES> 481,068
<BONDS> 8,118,227
<COMMON> 0
0
0
<OTHER-SE> 6,875,546
<TOTAL-LIABILITY-AND-EQUITY> 15,474,841
<SALES> 0
<TOTAL-REVENUES> 3,863,083
<CGS> 0
<TOTAL-COSTS> 2,264,757
<OTHER-EXPENSES> 861,595
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 779,850
<INCOME-PRETAX> (43,119)
<INCOME-TAX> 0
<INCOME-CONTINUING> (43,119)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (43,119)
<EPS-PRIMARY> (0.730)
<EPS-DILUTED> 0.000
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