FORM 8-K - CURRENT REPORT
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report: December 10, 1999
WINTHROP GROWTH INVESTORS 1 LIMITED PARTNERSHIP
(Exact name of registrant as specified in its charter)
Massachusetts 2-84760 04-2839837
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification
Number)
55 Beattie Place
Post Office Box 1089
Greenville, South Carolina 29602
(Address of principal executive offices)
Registrant's telephone number, including area code (864) 239-1000
N/A
(Former address, if changed since last report)
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
As of December 10, 1999 Imowitz Koenig & Co., LLP, the independent accountant
previously engaged as the principal accountant to audit the financial statements
of Winthrop Growth Investors 1 Limited Partnership (the "Registrant" or the
"Partnership"), was terminated. As of the same date, the firm of Arthur
Andersen LLP was engaged to provide the service for the Registrant.
The audit reports of Imowitz Koenig & Co., LLP on the financial statements of
the Partnership as of and for the years ended December 31, 1998 and 1997, did
not contain any adverse opinion or disclaimer of opinion, nor were they
qualified or modified as to uncertainty, audit scope or accounting principles.
The decision to change accountants was approved by the board of directors of the
managing general partner of the Partnership on December 10, 1999.
During the Partnership's two most recent fiscal years and any subsequent interim
period preceding the change, there were no disagreements with the former
accountant on any matter of accounting principles or practices, financial
statement disclosure, or auditing scope or procedure, which disagreements, if
not resolved to the satisfaction of the former accountant, would have caused it
to make reference to the subject matter of the disagreements in connection with
its report.
The Registrant has provided a copy of this disclosure to the former accountant,
and the Registrant requested that the former accountant furnish the Registrant
with a letter addressed to the Securities and Exchange Commission stating
whether it agrees with the statements made by the Registrant, and, if not,
stating the respects in which it does not agree. A copy of the former
accountant's response indicating agreement is included as an exhibit to this
report.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
16.1 Letter dated December 14, 1999, from the former accountant
regarding its concurrence with the statements made by the
Registrant in this Current Report.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
WINTHROP GROWTH INVESTORS 1 LIMITED PARTNERSHIP
By: Two Winthrop Properties, Inc.
Managing General Partner
By: /s/ Patrick J. Foye
Patrick J. Foye
Executive Vice President
Date:December 14, 1999
Exhibit 16.1
December 14, 1999
Securities and Exchange Commission
Washington, DC 20549
Gentlemen:
We have read and agree with the comments in item 4 of Form 8-K of Winthrop
Growth Investors 1 Limited Partnership dated December 14, 1999.
Very truly yours,
/s/Imowitz Koenig & Co., LLP