SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported) March 1, 1996 INDIAN RIVER CITRUS INVESTORS LIMITED PARTNERSHIP (Exact Name of Registrant as Specified in Its Charter) Massachusetts (State or Other Jurisdiction of organization) 2-95219 04-2859087 (Commission File Number) (I.R.S. Employer Identification No.) One International Place, Boston, Massachusetts 02110 (Address of Principal Executive Offices) (Zip Code) (617) 330-8600 (Registrant's Telephone Number, Including Area Code) N/A (Former Name or Former Address, if Changed Since Last Report) Item 3. Bankruptcy or Receivership On March 1, 1996, the Registrant filed for bankruptcy under Chapter 11 of the United States Bankruptcy Act in the Federal District Court for the State of Florida, Southern District (Case No. 96-30843-BKC-SHF). Winthrop Agricultural Management II, Inc., the general partner of Registrant, determined to seek reorganization under the Bankruptcy Act in order to attempt to maximize the Registrant's assets. At present, the Registrant is in default under the second loan on Registrant's property and the second mortgagee initiated an action to have a receiver appointed for the property. The value of the property is currently less than the total debt on the property. The Registrant intends to submit its plan of reorganization to the court in the near future. SIGNATURES 	Pursuant to the requirement 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. INDIAN RIVER CITRUS INVESTORS LIMITED PARTNERSHIP By: Winthrop Agricultural Management II, Inc., General Partner Date: March 7, 1996 By:_/s/ Peter Braverman Peter Braverman Senior Vice President