EXHIBIT 32
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WINTHROP CALIFORNIA INVESTORS LIMITED PARTNERSHIP
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FORM 10-QSB JUNE 30, 2004
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CERTIFICATION PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of Winthrop California
Investors Limited Partnership, on Form 10-QSB for the quarterly period ended
June 30, 2004, as filed with the Securities and Exchange Commission on the date
hereof (the "Report"), the undersigned, in the capacities and on the date
indicated below, hereby certifies pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that: (1) the Report
fully complies with the requirements of Section 13(a) or 15(d) of the Securities
and Exchange Act of 1934; and (2) the information contained in the Report fairly
presents, in all material respects, the financial condition and results of
operations of the Registrant.
Date: August 13, 2004 /s/ Michael L. Ashner
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Michael L. Ashner
Chief Executive Officer and Director
Date: August 13, 2004 /s/ Thomas C. Staples
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Thomas C. Staples
Chief Financial Officer
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