##### Table of Contents



SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-KSB

(Mark One)

|                                            |  |                                                                                     
|------------------------------------------- |  | ------------------------------------------------------------------------------------
|[X]                                         |  | ANNUAL REPORT
        PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES             
|                                            |  | AND EXCHANGE ACT
        OF 1934                                                    
|                                            |  |                                                                                     
|For the fiscal year ended December 31, 2001
|                                            |  |                                                                                     
|OR                                         
|                                            |  |                                                                                     
|[   ]                                       |  | TRANSITION REPORT
        PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
|                                            |  | ACT OF 1934                                                                         

For the transition period from _____ to _____

Commission File Number 0-18528

INCOME GROWTH PARTNERS, LTD. X, A CALIFORNIA LIMITED PARTNERSHIP
(Exact name of registrant as specified in its charter)

|                                                                      |  |                              
|--------------------------------------------------------------------- |  | -----------------------------
|CALIFORNIA                                                            |  | 33-0294177                   
|(State
          or other jurisdiction of                             |  | (I.R.S.
          Employer   
|incorporation
          or organization)                              |  | Identification
          No.)
|                                                                      |  |                              
|1300 Sorrento
          Valley Road, Suite 108, San Diego, California |  | 92121                        
|(Address
          of principal executive offices)                    |  | (Zip
          Code)         

(858) 457-2750
(Registrants telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act: None

Securities registered pursuant to Section 12(g) of the Act:
LIMITED PARTNERSHIP INTERESTS

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 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-KSB or any amendment to this
Form 10-KSB. [X]

State issuer's revenues for its most recent fiscal
year: $5,274,538





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TABLE OF CONTENTS



|              |                                                                                               |  |  |  |  |  |  | 
|------------- | --------------------------------------------------------------------------------------------- |  |  |  |  |  |  | 
|PART I       
|              | Item 1. Business                                                                             
|              | Item 2. Properties                                                                           
|              | Item 3. Legal Proceedings                                                                    
|              | Item 4. Submission of Matters to a Vote of Security Holders                                  
|PART II      
|              | Item 5. Market for Registrants Units and Related Security Holder Matters                    
|              | Item 6. Managements Discussion and Analysis of Financial Condition and Results of Operations
|              | Item 7. Financial Statements and Supplementary Data                                          
|              | Item 8. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 
|PART III     
|              | Item 9. General Partner and Executive Officers of the Partnership                            
|              | Item 10. Executive Compensation                                                              
|              | Item 11. Security Ownership of Certain Beneficial Owners and Management                      
|              | Item 12. Certain Relationships and Related Transactions                                      
|PART IV      
|              | Item 13. Exhibits, Financial Statement Schedules                                             
|EXHIBIT INDEX
|Signatures   



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TABLE OF CONTENTS

|           |  |                                                                                               |  |     
|---------- |  | --------------------------------------------------------------------------------------------- |  | ----
|           |  |                                                                                               |  | PAGE
|           |  |                                                                                               |  |     
|PART I     |  |                                                                                               |  |     
|Item 1.    |  | Business                                                                                      |  | 1   
|Item 2.    |  | Properties                                                                                    |  | 2   
|Item 3.    |  | Legal Proceedings                                                                             |  | 3   
|Item 4.    |  | Submission of
        Matters to a Vote of Security Holders                                   |  | 3   
|PART II    |  |                                                                                               |  |     
|Item 5.    |  | Market for the
        Registrants Units and Related Security Holder Matters                 |  | 3   
|Item 6.    |  | Managements
        Discussion and Analysis of Financial Condition and Results of Operations |  | 4   
|Item 7.    |  | Financial Statements
        and Supplementary Data                                           |  | 6   
|Item 8.    |  | Changes in and Disagreements with Accountants on Accounting and Financial Disclosures         |  | 6   
|PART III   |  |                                                                                               |  |     
|Item 9.    |  | General Partner and Executive Officers of the Partnership                                     |  | 6   
|Item 10.   |  | Executive Compensation                                                                        |  | 7   
|Item 11.   |  | Security Ownership
        of Certain Beneficial Owners and Management                        |  | 7   
|Item 12.   |  | Certain Relationships
        and Related Transactions                                        |  | 7   
|PART IV    |  |                                                                                               |  |     
|Item 13.   |  | Exhibits, Financial
        Statement Schedules                                               |  | 8   
|Signatures |  |                                                                                               |  | 10  





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##### Table of Contents






PART I




Item 1. Business

General

Income Growth Partners, Ltd. X, a California limited partnership (the Limited
Partnership) and subsidiaries (collectively, the Partnership), was formed in
February 1988 to acquire, operate and hold for investment one or more parcels
of income-producing, multi-family residential real property. Currently, the
Limited Partnership operates two separate apartment complexes in Southern
California: 1) Mission Park and 2) Shadow Ridge Meadows. The limited
partnership agreement provides that the Partnership shall continue through
February 2021, unless terminated sooner.

Income Growth Management, Inc. (IGM) is the sole general partner. The
general partner has made no cash capital contributions to date. As of December
31, 2001, there were 1,984 limited partners in the Partnership.

The Partnership has no full-time employees. Employees of corporations
affiliated with the general partner perform certain administrative and other
services on behalf of the Partnership (see Item 12). The Partnerships
executive offices are located at 11300 Sorrento Valley Road, Suite 108, San
Diego, California 92121 and the Partnerships telephone number is (858)
457-2750.

Financing Strategy

The Partnership seeks to minimize the cost of financing its properties and will
refinance existing loans from time to time to take advantage of prevailing
market conditions. The Mission Park and Shadow Ridge Meadows properties were
refinanced to prevailing rates during 1995 and 1997, respectively.

Competitive Conditions

Changes in the national and regional economic climates, changes in local real
estate conditions, such as the oversupply of apartments or a reduction in
demand for apartments, competition from single-family housing, apartment
properties and other forms of multifamily residential housing, the inability to
provide adequate maintenance and to obtain adequate insurance, increased
operating costs, changes in zoning, building, environmental, rent control and
other laws and regulations, the costs of compliance with current and future
laws, changes in real property taxes and unusual occurrences (such as
earthquakes and floods) and other factors beyond the control of the Partnership
may adversely affect the income from, and value of, the Partnerships
properties.

Leases and Inflation

Substantially all of the leases at the Partnerships apartment properties are
for a period of one year or less, allowing, at the time of renewal, for
adjustments in the rental rate and the opportunity to release the apartment
unit at the prevailing market rate. The short-term nature of these leases
generally serves to minimize the risk to the Partnership of the adverse effect
of inflation and the Partnership does not believe that inflation has had a
material adverse impact on its revenues.

1



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Item 1. Business, Continued

Restrictions Imposed by Laws Benefiting Disabled Persons

Under the Americans with Disabilities Act of 1990 (the ADA), all places of
public accommodation are required to meet certain federal requirements related
to access and use by disabled persons. These requirements became effective in
1992. A number of additional federal, state and local laws exist which also
may require modifications to the properties, or restrict certain further
renovations thereof, with respect to access thereto by disabled persons. For
example, the Fair Housing Amendments Act of 1988 (the FHAA) requires
apartment properties first occupied after March 13, 1990 to be accessible to
the handicapped. Noncompliance with the ADA or the FHAA could result in an
order to correct any noncomplying feature, which could result in substantial
capital expenditures. Although management of the Partnership believes that the
properties are substantially in compliance with present requirements, if the
properties are not in compliance, the Partnership is likely to incur additional
costs to comply with the ADA and the FHAA.

During 1995, on a tax free basis, the Limited Partnership exchanged the Mission
Park property for a 99% interest in IGP X Mission Park Associates, L.P., a
newly formed California limited partnership (the Mission Park Subsidiary).
The Mission Park Subsidiary is separate and distinct from the Limited
Partnership having separate assets, liabilities and business operations.

During 1997, on a tax free basis, the Limited Partnership exchanged the Shadow
Ridge Meadows property for a 99% interest in IGP X Shadow Ridge Meadows, Ltd.,
a newly formed California limited partnership (the Shadow Ridge Meadows
Subsidiary). The Shadow Ridge Meadows Subsidiary is also separate and
distinct from the Partnership, having separate assets, liabilities and business
operations.

Formation of the Mission Park Subsidiary and the Shadow Ridge Subsidiary had no
impact on the Partnerships overall financial condition, results of operations,
allocation of net income/loss, cash distributions or Partnership assets.




Item 2. Properties

The Partnership, through its subsidiaries, presently owns two properties as
follows:

| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | Mission Park:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|
| | Date of purchase: August 1989                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|
| | Purchase price: $17,100,000                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|
| | Property Description: A 264 unit apartment complex located in San Marcos,
California. The property includes two full-size recreation rooms, two
heated swimming pools and spas, night-lighted tennis courts, a satellite
cable TV system and covered parking. The building is approximately ten
years old. The property contains 215,292 square feet. Mortgage debt
outstanding on this property as of December 31, 2001 and 2000, was
approximately $9,600,000 and $9,700,000, respectively. In
management's opinion the property has adequate insurance coverage.
|
| | Shadow Ridge Meadows:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|
| | Date of purchase: November 1988                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|
| | Purchase price: $12,700,000                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|
| | Property Description: A 184 unit apartment complex located in Vista,
California. The property includes a large recreation center, a heated
swimming pool and spa, five laundry facilities, a satellite cable TV system
and covered parking. The building is approximately 12 years old. The
property                                                                                                                                                                                                                                                               

2



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| |                                                                                                                                                                                                                                            
| | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | contains 127,197 square feet. Mortgage debt outstanding on this property
as of December 31, 2001 and 2000, was approximately $9,400,000 and
$9,500,000, respectively. In management's opinion the property has
adequate insurance coverage.
|
| | As depreciation methods for tax and accounting purposes may differ, the tax
basis of the properties will vary from the amounts reported in the
financial statements.                                                                       




Item 3. Legal Proceedings

The Partnership is not a party to any legal proceedings other than various
claims and lawsuits arising in the normal course of its business, which in the
opinion of the Partnerships management, are not individually or in the
aggregate material to its business.




Item 4. Submission of Matters to a Vote of Security Holders

None




PART II




Item 5. Market for Registrants Units and Related Security Holder Matters



|(a) |  | Market Information
|--- |  | ------------------

| |                                                                                                                                                                                                                                                                                                                                                           
| | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | As of December 31, 2001, the outstanding securities of the Partnership
included the Original Units and Class A Units held by the limited partners.
The Partnerships Amended and Restated Agreement of Partnership
substantially restricts transfers of all units and no public trading market
for the units exists or is intended or expected to develop.



|(b) |  | Holders
|--- |  | -------

| |                                                                                                                                                            
| | -----------------------------------------------------------------------------------------------------------------------------------------------------------
| | As of December 31, 2001, the Partnerships 18,826.5 outstanding Original
Units and 8,100 Class A Units were held by an aggregate of 1,984 Limited
Partners.



|(c) |  | Dividends
|--- |  | ---------

| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
| | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | As a limited partnership, the Partnership does not pay dividends.                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|
| | The amended partnership agreement provides that any distributions of cash
from operations will be made in the following order of priority:                                                                                                                                                                                                                                                                                                                                                                                             
|
| | First, each Class A Unit receives a 12% cumulative noncompounded annual
return on the balance of actual funds invested in Class A Units. Second,
each Class A Unit receives a total return of original invested capital.
Third, each Class A Unit receives a $500 bonus. Fourth, each Original Unit
holder receives a 10% noncumulative return on the adjusted balance of
original invested capital. Thereafter, 90% of distributions of cash from
operations will be made to the Original Unit holders and 10% to the general
partner.
|
| | The amended partnership agreement also provides that any distributions of
cash from sale or refinancing of will be made in the following order of
priority:                                                                                                                                                                                                                                                                                                                                                                            
|
| | First, each Class A Unit receives a 12% cumulative noncompounded annual
return on the balance of actual funds invested in Class A Units. Second,
each Class A Unit receives a total return of original invested capital.
Third, each Class A Unit receives a $500 bonus. Fourth, each Original Unit
holder receives an amount equal to the adjusted balance of original
invested capital. Fifth, the                                                                                                                                   

3



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| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
| | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | general partner receives any non-subordinated debts payable to them.
Sixth, each Original Unit holder receives a 10% cumulative return on the
adjusted balance of original invested capital (the Preferred Return).
Thereafter, 85% of distributions of cash from sale or refinancing will be
made to the Original Unit holders and 15% to the general partner. As of
December 31, 2001, the general partner has not received any cash
distributions from operations or from a sale or refinancing.
|
| | The Partnership distributed $907,200 during 2001.                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|
| | Cash distributions are determined at the discretion of the general partner.
Any future distributions are largely dependent on future income, expenses,
debt service and operating reserves and there can be no assurance that
future distributions will be paid.                                                                                                                                                                                                                                     




Item 6. Managements Discussion and Analysis of Financial Condition and Results of Operations

The following Managements Discussion and Analysis of Financial Condition and
Results of Operations should be read in conjunction with the financial
statements and notes thereto filed herein. Historical results and percentage
relationships set forth in the consolidated statement of operations in the
financial statements, including trends which might appear, should not be taken
as indicative of future operations.

Statements contained in this report that are not purely historical are
forward-looking statements including statements regarding the Partnerships
expectations, intentions, beliefs or strategies regarding the future. All
forward-looking statements included in this report are based upon the
information available to the Partnership on the date thereof, and the
Partnership assumes no obligation to update any such forward-looking
statements. It is important to note that the Partnerships actual results
could differ materially from those in such forward-looking statements.



|(a) |  | Liquidity and Capital Resources
|--- |  | -------------------------------

| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
| | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | In January 1994, the Limited Partnership filed a voluntary petition for
relief under Chapter 11 of the federal bankruptcy laws in the United States
Bankruptcy Court for the Southern District of California.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|
| | Under the provisions of the Plan of Reorganization (the Plan), the Limited
Partnership was allowed to retain ownership of the Mission Park and Shadow
Ridge Meadows properties. Despite $2,025,000 in additional capital from
existing investors in the form of Class A Units, the Limited Partnership was
unable to raise the necessary capital to retain ownership of its third
property, Margarita Summit.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|
| | The Limited Partnership emerged from Chapter 11 effective in May 1995 having
fully satisfied all claims in accordance with the Plan.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|
| | Prior to 1996 the Partnerships operating and debt service obligations had
been financed through the sale of Partnership Units, cash provided by
operating activities, and 1995 debt restructuring activities. During 1996
through 2001, all of the Partnerships operating and debt service cash
requirements have been met through cash generated from operations.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|
| | In June 2001 the Financial Accounting Standards Board (FASB) issued
Statement of Financial Accounting Standard (SFAS) No. 143, Accounting for
Asset Retirement Obligations, which addresses financial accounting and
reporting for obligations associated with the retirement of tangible
long-lived assets and the associated asset retirement costs. The standard
applies to legal obligations associated with the retirement of long-lived
assets that result from the acquisition, construction, development and (or)
normal use of the assets. SFAS No. 143 requires that the fair value of a
liability for an asset retirement obligation be recognized in the period in
which it is incurred if a reasonable estimate of fair value can be made. The
fair value of the liability is added to the carrying amount of the
associated asset and this additional carrying amount is depreciated over the

4



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Item 6. Managements Discussion and Analysis of Financial Condition and Results of Operations, Continued

| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
| | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | life of the asset. The Company is required to adopt the provisions of SFAS
No. 143 for the first quarter of 2002. Management believes the adoption of
SFAS No. 143 will not have a material impact on the Company.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|
| | In July 2001, the FASB issued SFAS No. 141, Business Combinations, and
SFAS No. 142, Goodwill and Other Intangible Assets. SFAS No. 141 requires
that the purchase method of accounting be used for all business combinations
subsequent to June 30, 2001 and specifies criteria for recognizing
intangible assets acquired in a business combination. SFAS No. 142 requires
that goodwill and intangible assets with indefinite useful lives no longer
be amortized, but instead be tested for impairment at least annually.
Intangible assets with definite useful lives will continue to be amortized
over their respective estimated useful lives. The Company plans to adopt the
provisions of SFAS No. 141 and 142 effective January 1, 2002. Management
believes the adoption of SFAS No. 141 and 142 will not have a material
impact on the Company.
|
| | In October 2001, the FASB issued SFAS No. 144, Accounting for the
Impairment or Disposal of Long-Lived Assets. SFAS No. 144 establishes a
single accounting model, based on the framework established in SFAS No. 121,
Accounting for the Impairment of Long-Lived Assets and for Long-Lived
Assets to Be Disposed Of, for long-lived assets to be disposed of by sale,
and resolves significant implementation issues related to SFAS No. 121. The
Company is currently assessing the impact of SFAS No. 144 on its operating
results and financial condition. The Company is required to adopt SFAS No.
144 no later than the first quarter of 2002.                                                                                                                                                                                                      

| |                                                                                                                                                                                                                                                                                     
| | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | Comparison of year ended December 31, 2001 to the year ended December 31,
2000.                                                                                                                                                                                                     
|
| | Net cash provided by operating activities for the year ended December 31,
2001 was $1,348,000 compared to $1,317,000 for the same period in 2000.
The principal reason for this difference was an increase in net income of
approximately $55,000.                                  
|
| | Net cash used in investing activities for the year ended December 31, 2001
was $368,000 compared to $171,000 for the same period in 2000. The
increase in cash used in investing activities was due primarily to
increases in property & improvements as compared to the prior year.
|
| | Net cash used in financing activities for the year ended December 31, 2001
was $1,149,000 compared to $981,000 for the same period in 2000. The
increase was primarily due to an increase of approximately $168,000 in
distributions paid during 2001.                              



|(b) |  | Results of Operations
|--- |  | ---------------------

| |                                                                                                                                                                                                                                                                                                                                                                   
| | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| | Comparison of year ended December 31, 2001 to the year ended December 31,
2000.                                                                                                                                                                                                                                                                                   
|
| | Rental revenuefor the year ended December 31, 2001, was $4,979,000, an
increase of 6% over rents of $4,670,000 in the comparable period in 2000.
The increase is primarily attributable to an increase in monthly tenant
rental rates. Average occupancy rates were essentially unchanged from 2000
to 2001 at approximately 96%.                                 
|
| | Interest expensefor the year ended December 31, 2001, was 1,464,000, a
decrease of .5% over interest expense of $1,472,000 in the comparable
period in 2000.                                                                                                                                                                                                      
|
| | Operating expensesfor the year ended December 31, 2001, were $2,458,000,
an increase of 18% over operating expense of $2,072,000 in the comparable
period in 2000. The increase is attributable to an increase in salaries and
payroll taxes of $103,000, utilities of $59,000, insurance of $25,000,
property tax expense of $21,000, and advertising of $18,000.

5



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| |                                                                                                                                                                          
| | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | Depreciation and amortization expensefor the year ended December 31, 2001
was $929,000, an increase of .4% over the expense of $925,000 in the
comparable period in 2000.




Item 7. Financial Statements and Supplementary Data

The consolidated financial statements and supplementary data required by this
Item are set forth at the pages indicated in Item 13(a).




Item 8. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

None




PART III




Item 9. General Partner and Executive Officers of the Partnership

| |                                                                                                                                                                                            
| | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | The general partner of the Partnership is Income Growth Management, Inc.
(IGM), a California corporation. The executive officers of IGM do not
receive compensation from the Partnership.
|
| | The names, ages and positions of responsibility held by the executive
officers and directors of IGM are as follows:                                                                        

|               |  |     |    |          |  |                                          
|-------------- |  | --- | -- | -------- |  | -----------------------------------------
|Name           |  | Age |    | Position
|               |  |     |    |         
|David Maurer   |  |     | 49 |          |  | President and Director                   
|Timothy Maurer |  |     | 52 |          |  | Secretary and Director                   
|Robert Green   |  |     | 44 |          |  | Vice President of Operations and Director

| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
| | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | Family Relationships                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|
| | David Maurer and Timothy Maurer are brothers.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|
| | Business Experience                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|
| | The following is a brief background of the directors and executive officers
of IGM:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|
| | DAVID MAURER has served as President and Director of IGM since 1992, and as
President and Director of ENA Corporation (ENA), an affiliate of IGM,
since 1979. He has been involved in real estate syndication and property
management since 1980, and in real estate development and construction
since 1974. David was educated at the University of California, San Diego
(B.A. 1974).                                                                                                                                                                                                
|
| | TIMOTHY MAURER has served as Secretary and Director of IGM since 1979. He
has been involved in real estate syndication, development, design and
construction since 1975. Timothy was educated at the California College of
Arts and Crafts, Oakland (B.F.A. 1972).                                                                                                                                                                                                                                                                                                                        
|
| | ROBERT GREEN has served as Vice President of Operations and Director of IGM
since 1988. He has also been the Director of Property Management of ENA
since 1988. He has been directly involved in property management since
1980. Robert worked for four years with Coldwell Banker Real Estate
Management Services in San Diego, managing both commercial and residential
property. He also worked for four years with C&R Realty Company managing
over 75 residential properties in Oregon and Washington. Robert was
educated at Pacific University in Forest Grove, Oregon (B.A. 1980).

6



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Item 10. Executive Compensation

| |                                                                                                                                                                                                                                                                           
| | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | The Partnership has no executive officers and has not paid nor proposes to
pay any compensation or retirement benefits to the directors or executive
officers of Income Growth Management, Inc., the general partner. See Item
12 for compensation to the general partner.




Item 11. Security Ownership of Certain Beneficial Owners and Management



|(a) |  | Security Ownership of Certain Beneficial Owners
|--- |  | -----------------------------------------------

|               |  |                                                                           |  |                      |          |          |  |  |     |  
|-------------- |  | ------------------------------------------------------------------------- |  | -------------------- | -------- | -------- |  |  | --- | -
|               |  | Name and Address of                                                       |  | Amount and Nature of |          | Percent 
|Title of Class |  | Beneficial Owner                                                          |  | Beneficial Ownership |          | of Class
|               |  |                                                                           |  |                      |          |         
|Class A Units  |  | John W. Baer 
        1091 Valley View Court 
        Los Altos, CA 94024 |  |                      | 609.0000 |          |  |  | 7.5 | %

| |                                                                                                                                          
| | -----------------------------------------------------------------------------------------------------------------------------------------
| | No other person or group is known by the Partnership to own beneficially
more than 5% of the outstanding Original Units or Class A Units.



|(b) |  | Security Ownership of Management
|--- |  | --------------------------------

| |                                                                                                                                                     
| | ----------------------------------------------------------------------------------------------------------------------------------------------------
| | None of the officers and directors of the Partnerships corporate general
partners are the beneficial owners of any Original Units or Class A Units.




Item 12. Certain Relationships and Related Transactions

| |                                                                                                                                                           
| | ----------------------------------------------------------------------------------------------------------------------------------------------------------
| | The Partnership is entitled to engage in various transactions involving its
general partners and its affiliates as described in the Partnership
Agreement.

| |                                                                                                           
| | ----------------------------------------------------------------------------------------------------------
| | The table below reflects amounts paid to the general partner or its
affiliates during the following years:

|                     |  |      |         |      |  |   |         | 
|-------------------- |  | ---- | ------- | ---- |  | - | ------- | 
|                     |  | 2001 |         | 2000
|                     |  |      |         |     
|Management fees      |  | $    | 245,000 |      |  | $ | 270,000 | 
|Administrative costs |  |      | 115,000 |      |  |   | 91,000  | 
|Administrative fees  |  |      | 17,000  |      |  |   |        | 

7



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PART IV




Item 13. Exhibits, Financial Statement Schedules



|(a) |  | Documents filed as part of this report:
|--- |  | ---------------------------------------



| | (1) |  | Financial Statements                                                                                                                     
| | --- |  | -----------------------------------------------------------------------------------------------------------------------------------------
|
| |     |  | The following financial statements of the Partnership and related notes
to financial statements and accountants report are filed herein:

|                                                                                            |  |  |  | 
|------------------------------------------------------------------------------------------- |  |  |  | 
|Report of Independent Accountants                                                          
|Consolidated Balance Sheets as of December 31, 2001 and 2000                               
|Consolidated Statements of Income for the years ended December
31, 2001 and 2000           
|Consolidated Statements of Partners Deficit for the years
ended December 31, 2001 and 2000
|Consolidated Statements of Cash Flows for the years ended
December 31, 2001 and 2000       
|Notes to Consolidated Financial Statements                                                 



| | (2) |  | Financial Statement Schedule                                                                                                         
| | --- |  | -------------------------------------------------------------------------------------------------------------------------------------
|
| |     |  | Schedule III  Real Estate and Accumulated Depreciation                                                                              
|
| |     |  | All other schedules are either not required, or the information therein
is included in the notes to the audited financial statements.



|(b) |  | Exhibits                                                                                                                                            
|--- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------
|   
|    |  | The following Exhibit Index lists the exhibits that are either filed as
part of this report or incorporated herein by reference from a prior
filing.

8



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##### Table of Contents






EXHIBIT INDEX

|            |  |                                                                                                                                                                                                                                                    |  |          |    |  
|----------- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | -------- | -- | -
|Exhibit No. |  | Description                                                                                                                                                                                                                                        |  | Location
|            |  |                                                                                                                                                                                                                                                    |  |         
|2.2         |  | Second Amended Disclosure Statement to Debtors
Second Amended Plan of Reorganization, As Revised
(with Second Amended Plan of Reorganization
attached as Exhibit 1) filed with the Bankruptcy Court
on October 25, 1994;                          |  |          | (1 | )
|            |  | Order Approving Second Amended Disclosure
Statement to Debtors Second Amended Plan of
Reorganization, Approving Ballots and Fixing
Dates for Filing Acceptances or Rejections of Plan
and for Confirmation Hearing, Combined with
Notice Thereof; |  |          |    |  
|            |  | Equity Interest Holder Ballot for Accepting or
Rejecting Debtors Second Amended Plan of
Reorganization;                                                                                                                                           |  |          |    |  
|            |  | Offering Memorandum for Income Growth Partners,
Ltd. X Class A Units dated October 27, 1994 (with
Amended and Restated Agreement of Limited
Partnership attached as Exhibit B).                                                                    |  |          |    |  
|3.1         |  | Articles of Incorporation of IGP X Mission Park, Inc.                                                                                                                                                                                              |  |          | (2 | )
|4.2         |  | Amended and Restated Agreement of Limited Partnership                                                                                                                                                                                              |  |          | (3 | )
|4.3         |  | Agreement of Limited Partnership of IGP X Mission
Park Associates, L.P., A California Limited Partnership                                                                                                                                          |  |          | (2 | )
|4.4         |  | Agreement of Limited Partnership of IGP X Shadow Ridge
Meadows, Ltd., A California Limited Partnership                                                                                                                                             |  |          | (2 | )
|28.1        |  | Prospectus dated January 3, 1991                                                                                                                                                                                                                   |  |          | (4 | )
|28.4        |  | Letter regarding resignation of General Partner                                                                                                                                                                                                    |  |          | (5 | )



---

|(1) |  | Incorporated by reference from the Partnerships Quarterly Report on Form
10-Q for the third quarter ended September 30, 1994 (Commission File
Number 0-18528).                                                                                                                                                                  
|--- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   
|   
|   
|   
|(2) |  | Incorporated by reference from the Partnerships Current Report on Form
8-K dated December 27, 1995 (Commission File Number 0-18528).                                                                                                                                                                                            
|   
|   
|   
|   
|(3) |  | Included as Exhibit B to the Partnerships Offering Memorandum for
Income Growth Partners, Ltd. X Class A Units dated October 27, 1994,
included in Exhibit 2.2 incorporated by reference from the Partnerships
Quarterly Report on Form 10-Q for the third quarter ended September 30,
1994 (Commission File Number 0-18528).
|   
|   
|   
|   
|(4) |  | Incorporated by reference from the Partnerships Annual Report on Form
10-K for the Fiscal Year ended December 31, 1992 (Commission File Number
0-18528).                                                                                                                                                                        
|   
|   
|   
|   
|(5) |  | Incorporated by reference from the Partnerships Annual Report on Form
10-K for the Fiscal Year ended December 31, 1993 (Commission File Number
0-18528).                                                                                                                                                                        

9



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##### Table of Contents






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.

Date: March 27, 2002



| | INCOME GROWTH PARTNERS, LTD. X
(a California Limited Partnership)
| | -----------------------------------------------------------------



| | By: | Income Growth Management, Inc.
      General Partner
| | --- | ----------------------------------------------------



| | By: /s/ David W. Maurer
         David W. Maurer, 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
Registrant and in the capacities and on the dates indicated.

|                      |  |                                           |  |               
|--------------------- |  | ----------------------------------------- |  | --------------
|Signatures            |  | Title and Capacity                        |  | Date          
|                     
|/s/ David W.
Maurer   |  | President                                 |  | March 27, 2002
|                     
|/s/ Timothy C.
Maurer |  | Secretary and Principal
Financial Officer |  | March 27, 2002

10



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##### Table of Contents



INDEX TO CONSOLIDATED FINANCIAL STATEMENTS  ITEM 14 OF FORM 10-K

|                                                                              |  |     
|----------------------------------------------------------------------------- |  | ----
|                                                                              |  | Page
|                                                                              |  |     
|Reports of Independent Accountants                                            |  | F-2 
|Consolidated Financial Statements and Notes:                                  |  |     
|Balance Sheets as of December 31, 2001 and 2000                               |  | F-3 
|Statements of Income for the Years Ended
December 31, 2001 and 2000           |  | F-4 
|Statements of Partners Deficit for the Years Ended
December 31, 2001and 2000 |  | F-5 
|Statements of Cash Flows for the Years Ended
December 31, 2001and 2000        |  | F-6 
|Notes to Consolidated Financial Statements                                    |  | F-7 
|Schedule III  Real Estate and Accumulated Depreciation                       |  | F-16

F-1



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##### Table of Contents



Independent Auditors Report

To the Board of Directors ofIncome Growth Partners, Ltd. X
and Subsidiaries

We have audited the accompanying consolidated balance sheets of Income Growth
Partners, Ltd. X (a California limited partnership) and Subsidiaries(the
Partnership) (see Note 1 to the consolidated financial statements) as of
December 31, 2001 and 2000, and the related consolidated statements of income,
partners deficit and cash flows for the years then ended. We
have also audited the schedule listed in the accompanying index. These consolidated
financial statements and schedule are the responsibility of the Partnerships management. Our
responsibility is to express an opinion on these consolidated financial
statements and schedule based on our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the consolidated
financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statements. An audit also includes assessing the accounting
principles used and significant estimates made by management, as well as
evaluating the overall financial statement presentation. We believe that our
audits provide a reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred to above present
fairly, in all material respects, the consolidated financial position of Income
Growth Partners, Ltd. X and Subsidiariesas of December 31, 2001 and 2000, and
the consolidated results of their operations and their cash flows for the years
then ended, in conformity with accounting principles generally accepted in the
United States of America.

Also, in our opinion, the schedule presents fairly, in all material respects,
the information set forth therein.

/s/ Nation Smith Hermes Diamond

February 15, 2002

F-2



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##### Table of Contents



Income Growth Partners, Ltd. X
and Subsidiaries

Consolidated Balance Sheets

|                                                                                                    |                                           |      |            |             |   |   |            |             |  
|--------------------------------------------------------------------------------------------------- | ----------------------------------------- | ---- | ---------- | ----------- | - | - | ---------- | ----------- | -
|December 31,                                                                                        |                                           | 2001 |            | 2000       
|                                                                                                    |                                           |      |            |            
|Assets                                                                                              |                                           |      |            |             |   |   |            |            
|Rental properties (Notes 1 and 3)                                                                   |                                           |      |            |             |   |   |            |            
|                                                                                                    | Land                                      |      | $          | 7,078,365   |   |   | $          | 7,078,365   |  
|                                                                                                    | Buildings and improvements                |      |            | 22,447,049  |   |   |            | 22,078,598  |  
|                                                                                                    |                                           |      |            |             |   |   |            |            
|                                                                                                    |                                           |      | 29,525,414 |             |   |   | 29,156,963 |            
|                                                                                                    | Less accumulated depreciation             |      |            | (12,033,933 | ) |   |            | (11,186,735 | )
|                                                                                                    |                                           |      |            |             |   |   |            |            
|                                                                                                    |                                           |      | 17,491,481 |             |   |   | 17,970,228 |            
|Cash and cash equivalents (Notes 1 and 5)                                                           |                                           |      | 429,729    |             |   |   | 599,660    |            
|Deferred loan fees, net of accumulated amortization
of $325,275 and $243,849, respectively (Note 1) |                                           |      | 451,908    |             |   |   | 533,334    |            
|Prepaids and other assets                                                                           |                                           |      | 186,181    |             |   |   | 127,200    |            
|                                                                                                    |                                           |      |            |             |   |   |            |            
|                                                                                                    |                                           | $    | 18,559,299 |             |   | $ | 19,230,422 |            
|                                                                                                    |                                           |      |            |             |   |   |            |            
|Liabilities and Partners Deficit                                                                   |                                           |      |            |             |   |   |            |            
|Mortgage notes payable (Note 3)                                                                     |                                           | $    | 18,939,550 |             |   | $ | 19,170,729 |            
|Other liabilities                                                                                   |                                           |      |            |             |   |   |            |            
|                                                                                                    | Note payable to affiliate (Notes 3 and 4) |      |            | 8,000       |   |   |            | 18,703      |  
|                                                                                                    | Accounts payable and accrued liabilities  |      |            | 241,171     |   |   |            | 177,008     |  
|                                                                                                    | Accrued interest payable                  |      |            | 122,317     |   |   |            | 125,699     |  
|                                                                                                    | Security deposits                         |      |            | 226,029     |   |   |            | 232,852     |  
|                                                                                                    |                                           |      |            |             |   |   |            |            
|                                                                                                    |                                           |      | 19,537,067 |             |   |   | 19,724,991 |            
|Commitments and Contingencies (Note 5)                                                              |                                           |      |            |             |   |   |            |            
|Limited Partners Deficit                                                                           |                                           |      | (719,202   | )           |   |   | (172,403   | )          
|General Partners Deficit                                                                           |                                           |      | (248,566   | )           |   |   | (312,166   | )          
|Note receivable from general partner (Note 4)                                                       |                                           |      | (10,000    | )           |   |   | (10,000    | )          
|                                                                                                    |                                           |      |            |             |   |   |            |            
|Total partners deficit                                                                             |                                           |      | (977,768   | )           |   |   | (494,569   | )          
|                                                                                                    |                                           |      |            |             |   |   |            |            
|                                                                                                    |                                           | $    | 18,559,299 |             |   | $ | 19,230,422 |            
|                                                                                                    |                                           |      |            |             |   |   |            |            

The accompanying notes are an integral part
  of these consolidated financial statements.

F-3



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##### Table of Contents



Income Growth Partners, Ltd. X
and Subsidiaries

Consolidated Statements of Income

|                                                             |                                        |      |           |           |  |   |           |           | 
|------------------------------------------------------------ | -------------------------------------- | ---- | --------- | --------- |  | - | --------- | --------- | 
|Years Ended December 31,                                     |                                        | 2001 |           | 2000     
|                                                             |                                        |      |           |          
|Revenues                                                     |                                        |      |           |           |  |   |           |          
|                                                             | Rents (Note 1)                         |      | $         | 4,978,621 |  |   | $         | 4,669,871 | 
|                                                             | Other                                  |      |           | 288,823   |  |   |           | 156,755   | 
|                                                             | Interest                               |      |           | 7,094     |  |   |           | 16,760    | 
|                                                             |                                        |      |           |           |  |   |           |          
|Total revenues                                               |                                        |      | 5,274,538 |           |  |   | 4,843,386 |          
|Expenses                                                     |                                        |      |           |           |  |   |           |          
|                                                             | Operating expenses                     |      |           | 2,458,077 |  |   |           | 2,077,285 | 
|                                                             | Interest                               |      |           | 1,463,836 |  |   |           | 1,472,105 | 
|                                                             | Depreciation and amortization (Note 1) |      |           | 928,624   |  |   |           | 925,470   | 
|                                                             |                                        |      |           |           |  |   |           |          
|Total expenses                                               |                                        |      | 4,850,537 |           |  |   | 4,474,860 |          
|                                                             |                                        |      |           |           |  |   |           |          
|Net Income                                                   |                                        | $    | 424,001   |           |  | $ | 368,526   |          
|                                                             |                                        |      |           |           |  |   |           |          
|Basic and diluted per limited
partnership unit data (Note 2) |                                        |      |           |           |  |   |           |          
|                                                             | Net income                             |      | $         | 13.38     |  |   | $         | 11.63     | 
|                                                             |                                        |      |           |           |  |   |           |          
|Weighted average limited partnership units                   |                                        |      | 26,926    |           |  |   | 26,926    |          
|                                                             |                                        |      |           |           |  |   |           |          

The accompanying notes are an integral part
  of these consolidated financial statements.

F-4



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##### Table of Contents



Income Growth Partners, Ltd. X
  and Subsidiaries

Consolidated Statements of Partners Deficit

|                             |                        |   |                 |   |                  |   |          |        |          |   |         |   |  |   |          |          |   |   |          |          |  
|---------------------------- | ---------------------- | - | --------------- | - | ---------------- | - | -------- | ------ | -------- | - | ------- | - |  | - | -------- | -------- | - | - | -------- | -------- | -
|                             |                        |   | General Partner |   | Limited Partners |   |          |        |         
|                             |                        |   |                 |   |                  |   |          |        |         
|                             |                        |   | Note            |   |                  |   |          |        | Original |   | Class A |   |  |   |         
|                             |                        |   | Receivable      |   | Capital          |   | Partner  |        | Partner  |   | Total  
|                            
|Balance at December 31, 1999 |                        | $ | (10,000         | ) |                  | $ | (367,445 | )      |          | $ |        |   |  | $ | 253,475  |          |   | $ | (123,970 | )       
|                             | Distributions (Note 2) |   |                 |   |                  |   |          |       |          |   |         |  |  |   |          | (739,125 | ) |   |          | (739,125 | )
|                             | Net income             |   |                 |   |                  |   |          | 55,279 |          |   |         |  |  |   |          | 313,247  |   |   |          | 368,526  |  
|                            
|Balance at December 31, 2000 |                        |   | (10,000         | ) |                  |   | (312,166 | )      |          |   |        |   |  |   | (172,403 | )        |   |   | (494,569 | )       
|                             | Distributions (Note 2) |   |                 |   |                  |   |          |       |          |   |         |  |  |   |          | (907,200 | ) |   |          | (907,200 | )
|                             | Net income             |   |                 |   |                  |   |          | 63,600 |          |   |         |  |  |   |          | 360,401  |   |   |          | 424,001  |  
|                            
|Balance at December 31, 2001 |                        | $ | (10,000         | ) |                  | $ | (248,566 | )      |          | $ |        |   |  | $ | (719,202 | )        |   | $ | (977,768 | )       
|                            

The accompanying notes are an integral part
  of these consolidated financial statements.

F-5



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##### Table of Contents



Income Growth Partners, Ltd. X
and Subsidiaries

Consolidated Statements of Cash Flows

|                                               |                                                                |                                          |                                                                                                       |                                                       |   |          |           |           |   |          |           |  
|---------------------------------------------- | -------------------------------------------------------------- | ---------------------------------------- | ----------------------------------------------------------------------------------------------------- | ----------------------------------------------------- | - | -------- | --------- | --------- | - | -------- | --------- | -
|Years Ended December 31,                       |                                                                | 2001                                     |                                                                                                       | 2000                                                 
|                                              
|                                               | Cash
          Flows From Operating Activities                 |                                          |                                                                                                       |                                                       |   |          |           |           |  
|                                               |                                                                |                                          | Net income                                                                                            |                                                       | $ | 424,001  |           |           | $ | 368,526  |          
|                                               |                                                                |                                          | Adjustments
          to reconcile net income to net cash
          provided by operating activities: |                                                       |   |          |           |           |   |          |          
|                                               |                                                                |                                          |                                                                                                       | Depreciation
          and amortization (Note 1)      |   |          | 928,624   |           |   |          | 925,470   |  
|                                               |                                                                |                                          |                                                                                                       | Change
          in operating assets and liabilities: |   |          |           |           |   |          |           |  
|                                               |                                                                |                                          |                                                                                                       | Prepaids
          and other assets                   |   |          | (58,981   | )         |   |          | (1,337    | )
|                                               |                                                                |                                          |                                                                                                       | Accounts
          payable and accrued liabilities    |   |          | 64,163    |           |   |          | 4,449     |  
|                                               |                                                                |                                          |                                                                                                       | Accrued
          interest payable                    |   |          | (3,382    | )         |   |          | 5,015     |  
|                                               |                                                                |                                          |                                                                                                       | Security
          deposits                           |   |          | (6,823    | )         |   |          | 15,095    |  
|                                              
|                                               | Net
          cash provided by operating activities            |                                          |                                                                                                       | 1,347,602                                             |   |          |           | 1,317,218 |  
|                                              
|Cash
          Flows From Investing Activities |                                                                |                                          |                                                                                                       |                                                       |   |          |           |          
|                                               |                                                                |                                          | Capital
          expenditures                                                                        |                                                       |   | (368,451 | )         |           |   | (171,137 | )        
|                                              
|                                               | Cash
          Flows From Financing Activities                 |                                          |                                                                                                       |                                                       |   |          |           |           |  
|                                               |                                                                |                                          | Distributions
          to Partners                                                                   |                                                       |   | (907,200 | )         |           |   | (739,125 | )        
|                                               |                                                                |                                          | Principal
          payments on mortgage notes payable                                                |                                                       |   | (231,179 | )         |           |   | (212,171 | )        
|                                               |                                                                |                                          | Principal
          payments on note payable to affiliate                                             |                                                       |   | (18,703  | )         |           |   | (29,837  | )        
|                                               |                                                                |                                          | Proceeds
          from note payable to affiliate                                                     |                                                       |   | 8,000    |           |           |   |         |          
|                                              
|                                               | Net
          cash used in financing activities                |                                          |                                                                                                       | (1,149,082                                            | ) |          |           | (981,133  | )
|                                              
|                                               | Net increase
          (decrease) in cash and cash equivalents |                                          |                                                                                                       | (169,931                                              | ) |          |           | 164,948   |  
|                                               | Cash
          and Cash Equivalents at Beginning of Year       |                                          |                                                                                                       | 599,660                                               |   |          |           | 434,712   |  
|                                              
|                                               | Cash
          and Cash Equivalents at End of Year             |                                          | $                                                                                                     | 429,729                                               |   |          | $         | 599,660   |  
|                                              
|                                               | Supplemental
          Disclosures of Cash Flow Information:   |                                          |                                                                                                       |                                                       |   |          |           |           |  
|                                               |                                                                | Cash paid
          during the year for: |                                                                                                       |                                                       |   |          |           |           |   |         
|                                               |                                                                |                                          |                                                                                                       | Interest                                              |   | $        | 1,467,218 |           |   | $        | 1,467,090 |  
|                                              

The accompanying notes are an integral part
  of these consolidated financial statements.



F-6



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##### Table of Contents



Income Growth Partners, Ltd. X
and Subsidiaries
Notes to Consolidated Financial Statements

1. Summary of Significant Accounting Policies

A summary of the Partnerships significant accounting policies consistently
applied in the preparation of the accompanying consolidated financial statements
follows.

Nature of operations

Income Growth Partners, Ltd. X, a California limited partnership (the Limited
Partnership), and subsidiaries (collectively, the Partnership) was formed in
February 1988, to acquire, operate and hold for investment one or more parcels
of income-producing, multifamily residential real property. Currently, the
Partnership owns a 264 unit building in San Marcos, California (Mission Park)
and a 184 unit building in Vista, California (Shadow Ridge Meadows).

The limited partnership agreement provides that the Partnership shall continue
through February 2021, unless terminated sooner.

Income Growth Management, Inc. is the sole general partner. The general partner
has made no cash capital contributions to date. As of December 31, 2001, there
were 1,984 limited partners in the Partnership.

Principles of consolidation

The consolidated financial statements include the accounts of the Limited
Partnership and its wholly-owned subsidiaries. All significant intercompany
balances and transactions have been eliminated in consolidation.

Use of estimates

The preparation of the consolidated financial statements in conformity with
generally accepted accounting principles requires management to make estimates
and assumptions that affect certain reported amounts and disclosures.
Accordingly, actual results could differ from those estimates. Significant
estimates used in preparing these consolidated financial statements include
those assumed in computing depreciation expense.

Cash and cash equivalents

The Partnership considers all highly-liquid investments with original maturities
of three months or less to be cash equivalents.

F-7



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##### Table of Contents



Income Growth Partners, Ltd. X
and Subsidiaries
Notes to Consolidated Financial Statements

Buildings, improvements and depreciation

Land, buildings, and improvements are recorded at cost. Buildings and
improvements are depreciated using the straight-line method over the estimated
useful lives of 27.5 and 5 to 15 years, respectively. Expenditures for
maintenance and repairs are charged to expense as incurred. Significant
renovations are capitalized and depreciated over the remaining life of the
property.

The Partnership assesses its property for impairment whenever events or changes
in circumstances indicate that the carrying amount of the property may not be
recoverable. Recoverability of property to be held and used is measured by a
comparison of the carrying amount of the property to future undiscounted net
cash flows expected to be generated by the property. If the property is
considered to be impaired, the impairment to be recognized is measured by the
amount by which the carrying amount of the property exceeds the fair value of
the property.

The cost and related accumulated depreciation of real estate are removed from
the accounts upon disposition. Gains and losses arising from the dispositions
are reported as income or expense.

Financial instruments

The Companys financial instruments consist primarily of cash, accounts
receivable, accounts payable, and mortgage notes payable. These financial
instruments are stated at their respective carrying values, which approximate
their fair values at December 31, 2001 and 2000.

Revenue recognition

Rental revenues are recognized at the beginning of each month based on the
current occupancy of the apartments. Tenant leases are generally for a minimum
term of six months with an option to rent on a month-to-month basis.

Income taxes

No provision has been made for federal or state income taxes on the operations
of the Partnership. Such taxes are imposed on the individual partners for their
respective shares of Partnership income or loss. The tax returns and amounts of
allocable Partnership income or loss of the Partnership are subject to
examination by federal and state taxing authorities. If such examinations result
in a change in the Partnership status or in changes to allocable Partnership
income or loss, the tax liability of the Partnership or the partners could be
changed accordingly.

F-8



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##### Table of Contents



Income Growth Partners, Ltd. X
and Subsidiaries
Notes to Consolidated Financial Statements

Deferred loan fees

Deferred loan fees represent expenses incurred in obtaining the Partnerships
mortgage loans payable. These fees are being amortized to expense over the
initial term of the loan using the straight-line method, which approximates the
effective interest method.

Advertising

The Partnership follows the policy of charging advertising costs to expense as
incurred. Advertising expenses were approximately $73,000 and $55,000 for 2001
and 2000, respectively.

Comprehensive income

Other comprehensive income refers to changes in capital (net assets) which do
not result from investments by partners or distributions to partners. Other
comprehensive income consists of revenues, expenses, gains and losses that,
under accounting principles generally accepted in the United States of America,
are included in comprehensive income but are excluded from net income as these
amounts are recorded directly as an adjustment to partners capital. For the
periods ended December 31, 2001 and 2000, the Partnerships comprehensive
income was equal to the Partnerships net income.

New accounting standards

In June 2001 the Financial Accounting Standards Board (FASB) issued Statement of
Financial Accounting Standard (SFAS) No. 143, Accounting for Asset Retirement
Obligations, which addresses financial accounting and reporting for obligations
associated with the retirement of tangible long-lived assets and the associated
asset retirement costs. The standard applies to legal obligations associated
with the retirement of long-lived assets that result from the acquisition,
construction, development and (or) normal use of the assets. SFAS No. 143
requires that the fair value of a liability for an asset retirement obligation
be recognized in the period in which it is incurred if a reasonable estimate of
fair value can be made. The fair value of the liability is added to the carrying
amount of the associated asset and this additional carrying amount is
depreciated over the life of the asset. The Company is required to adopt the
provisions of SFAS No. 143 for the first quarter of 2002. Management believes
the adoption of SFAS No. 143 will not have a material impact on the Company.

F-9



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Income Growth Partners, Ltd. X
and Subsidiaries
Notes to Consolidated Financial Statements

New accounting standards, contd

In July 2001 the FASB issued SFAS No. 141, Business Combinations, and SFAS
No. 142, Goodwill and Other Intangible Assets. SFAS No. 141 requires that the
purchase method of accounting be used for all business combinations subsequent
to June 30, 2001, and specifies criteria for recognizing intangible assets
acquired in a business combination. SFAS No. 142 requires that goodwill and
intangible assets with indefinite useful lives no longer be amortized, but
instead be tested for impairment at least annually. Intangible assets with definite useful lives will continue to
be amortized over their respective estimated useful lives. The Company plans to
adopt the provisions of SFAS No. 141 and 142 effective January 1, 2002.
Management believes the adoption of SFAS No. 141 and 142 will not have a
material impact on the Company.

In October 2001 the FASB issued SFAS No. 144, Accounting for the Impairment or
Disposal of Long-Lived Assets. SFAS No. 144 establishes a single accounting
model, based on the framework established in SFAS No. 121, Accounting for the
Impairment of Long-Lived Assets and for Long-Lived Assets to Be Disposed Of,
for long-lived assets to be disposed of by sale, and resolves significant
implementation issues related to SFAS No. 121. The Company is currently
assessing the impact of SFAS No. 144 on its operating results and financial
condition. The Company is required to adopt SFAS No. 144 no later than the first
quarter of 2002.

2. Activities of the Partnership

The general partner or its affiliates manage and control the affairs of the
Partnership and have general responsibility for supervising the Partnerships
properties and operations. The general partner and affiliates are compensated
for these efforts as explained in Note 4.

The original partnership agreement was amended in October 1994 and provides that
cash distributions from operations are to be determined at the discretion of the
general partner. After adequate working capital reserves have been met, cash
distributions deemed appropriate by the general partner will be made as set
forth therein.

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Income Growth Partners, Ltd. X
and Subsidiaries
Notes to Consolidated Financial Statements

2. Activities of the Partnership,Contd

Distribution of Cash from Operations

The amended partnership agreement provides that any distributions of cash from
operations will be made in the following order of priority:

First, each Class A Unit receives a 12% cumulative noncompounded annual return
on the balance of actual funds invested in Class A Units. Second, each Class A
Unit receives a total return of original invested capital. Third, each Class A
Unit receives a $500 bonus. Fourth, each Original Unit holder receives a 10%
noncumulative return on the adjusted balance of original invested capital.
Thereafter, 90% of distributions of cash from operations will be made to the
Original Unit holders and 10% to the general partner.

Distributions of $907,200 and $739,125 were made during 2001 and 2000,
respectively.

Distribution of Cash from Sale or Refinancing

The amended partnership agreement provides that any distributions of cash from a
sale or refinancing will be made in the following order of priority:

First, each Class A Unit receives a 12% cumulative non-compounded annual return
on the balance of actual funds invested in Class A Units. Second, each Class A
Unit receives a total return of original invested capital. Third, each Class A
Unit receives a $500 bonus. Fourth, each Original Unit holder receives an amount
equal to the adjusted balance of original invested capital. Fifth, the general
partner receives any non-subordinated debts payable to them. Sixth, each
Original Unit holder receives a 10% cumulative return on the adjusted balance of
original invested capital (the Preferred Return). Thereafter, 85% of
distributions of cash from sale or refinancing will be made to the Original Unit
holders and 15% to the general partner. As of December 31, 2001, the general
partner has not received any cash distributions from operations or from a sale
or refinancing.

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##### Table of Contents



Income Growth Partners, Ltd. X
and Subsidiaries
Notes to Consolidated Financial Statements

2. Activities of the Partnership,Contd

Allocation of Net Income/Loss

Net losses are allocated 85% to the limited partners and 15% to the general
partner. Losses in excess of the limited partners capital balances are
allocated 100% to the general partner. Net income will be allocated 100% to the
general partner until the aggregate net income allocated is equal to the
aggregate net losses allocated to the general partner in all previous years. The
balance of net income after the initial allocation to the general partner shall
be allocated 85% to the limited partners and 15% to the general partner.

Net income allocation to limited partners and basic and diluted partnership unit
data were calculated as follows:

|                                                    |  |      |         |      |  |   |         | 
|--------------------------------------------------- |  | ---- | ------- | ---- |  | - | ------- | 
|Years Ended December 31,                            |  | 2001 |         | 2000
|                                                    |  |      |         |     
|Net income from operations                          |  | $    | 424,001 |      |  | $ | 368,526 | 
|Percentage allocable to
limited partners            |  |      | 85%     |      |  |   | 85%     | 
|                                                   
|                                                    |  | $    | 360,401 |      |  | $ | 313,247 | 
|Weighted average limited
partnership units          |  |      | 26,926  |      |  |   | 26,926  | 
|                                                   
|Basic and diluted per limited
Partnership unit data |  | $    | 13.38   |      |  | $ | 11.63   | 
|                                                   

3. Mortgage Notes and Notes Payable

Notes payable consisted of the following:

|                                                                                                                                                                                                                                                                                                                                       |  |      |           |      |  |   |           | 
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | ---- | --------- | ---- |  | - | --------- | 
|December 31,                                                                                                                                                                                                                                                                                                                           |  | 2001 |           | 2000
|                                                                                                                                                                                                                                                                                                                                       |  |      |           |     
|Mission Park  Mortgage note payable dated
December 27, 1995; collateralized by first
trust deed on land and buildings and
guaranteed by officers of the general
partner; interest and principal of $73,144
payable monthly based on 7.76% fixed annual
interest rate; balloon payment of
approximately $8,919,000 due in January
2006 |  | $    | 9,555,208 |      |  | $ | 9,685,900 | 

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Income Growth Partners, Ltd. X
and Subsidiaries
Notes to Consolidated Financial Statements

3. Mortgage Notes and Notes Payable,Contd

|                                                                                                                                                                                                                                                                                              |  |      |            |      |  |   |            | 
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | ---- | ---------- | ---- |  | - | ---------- | 
|December 31,                                                                                                                                                                                                                                                                                  |  | 2001 |            | 2000
|                                                                                                                                                                                                                                                                                              |  |      |            |     
|Shadow Ridge Meadows  Mortgage note payable dated October 27, 1997;
collateralized by first trust deed on land and buildings; interest and
principal of $68,106 payable monthly based on 7.49% fixed annual interest rate;
balloon payments of approximately $8,554,000 due in November 2007 |  |      | 9,384,342  |      |  |   | 9,484,829  | 
|                                                                                                                                                                                                                                                                                             
|Note payable to ENA, affiliate of the general partner  promissory note dated
December 12, 2001; 6.5% annual interest rate; due upon demand                                                                                                                                                   |  |      | 8,000      |      |  |   |           | 
|                                                                                                                                                                                                                                                                                             
|Note payable to ENA, affiliate of the general partner  promissory note dated
December 27, 1995; simple interest and principal payable from time to time at
the published prime rate, paid in full during 2001 (Note 4)                                                                       |  |      |           |      |  |   | 18,703     | 
|                                                                                                                                                                                                                                                                                             
|                                                                                                                                                                                                                                                                                              |  | $    | 18,947,550 |      |  | $ | 19,189,432 | 
|                                                                                                                                                                                                                                                                                             

Future minimum principal payments on notes payable are as follows:

|                         |  |   |            | 
|------------------------ |  | - | ---------- | 
|Year Ending December 31, |  |   |            | 
|                        
|2002                     |  | $ | 265,530    | 
|2003                     |  |   | 279,979    | 
|2004                     |  |   | 302,126    | 
|2005                     |  |   | 326,025    | 
|2006                     |  |   | 9,077,952  | 
|Thereafter               |  |   | 8,695,938  | 
|                        
|Total                    |  | $ | 18,947,550 | 
|                        

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##### Table of Contents



Income Growth Partners, Ltd. X
and Subsidiaries
Notes to Consolidated Financial Statements

4. Related Party Transactions

Following is a description of related party transactions for the two years ended
December 31, 2001:

Management fees

The Partnerships properties are managed by an affiliate of the general partner
who receives management fees. The fee for each property is equal to 5% of the
operating revenues generated by that property. Management fees aggregated
approximately $245,000 and $270,000 in 2001 and 2000, respectively.

Administrative fees

The Partnership has an agreement with the same affiliate which manages the
properties to pay an administrative fee equal to 8% of any amount, including
related professional services, totaling in excess of $5,000, which is expended for any construction or repair project in or about the
properties. Administrative fees aggregated approximately $17,000 in 2001. There
were no administration fees paid in 2000.

Administration costs

The Partnership has an agreement with an affiliate of the general partner (the
Affiliate) who furnishes certain administrative services and facilities to the
Partnership, including accounting, data processing, duplication and transfer
agent expenses, professional (including, but not limited to, regulatory
reporting and legal services), recording and partner communication expenses. The
agreement provides for reimbursement to the Affiliate for actual costs incurred.
Reimbursements paid to the Affiliate under the provisions of this agreement
aggregated approximately $115,000 and $91,000 in 2001 and 2000, respectively.

Note receivable from general partner

At December 31, 2001 and 2000, a non-interest bearing note receivable of $10,000
was due from the general partner for its initial partnership capital
contribution.

Debt placement fees

During 1995 the Partnership issued notes payable to an affiliate of the general
partner for payment of debt placement fees of $102,000. Debt placement fees were
equal to 1% of the principal amount of the new third party financing. At
December 31, 2000, the aggregate balance of this note was $18,703. (Note 3).

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Income Growth Partners, Ltd. X
and Subsidiaries
Notes to Consolidated Financial Statements

Note payable to affiliate

See Note 3.

Subordinated real estate brokerage commissions

If the general partner, or any of its affiliates, render services in negotiating
and implementing the sale of Partnership properties, the general partner or such
affiliates will be paid a real estate brokerage commission in an amount up to
one-half of the commission customarily charged in arms-length transactions, but
not in excess of 3% of the contract price for the property. Payment of such
commission (other than payments in the form of promissory notes that are
subordinated to the return of capital contributions to limited partners) shall
be deferred until the limited partners have received distributions equal to
their total original invested capital, plus the 10% Preferred Return described
in Note 2. No properties were sold in 2001 and 2000. Accordingly, no brokerage
commissions were paid by the Partnership.

5. Concentrations

Credit risk

The Company maintains cash balances at various financial institutions primarily
located in San Diego. Accounts at these institutions are secured by the Federal
Deposit Insurance Corporation up to $100,000. At times, balances may exceed
federally insured limits. The Company has not experienced any losses in such
accounts. Management believes that the Company is not exposed to any significant
credit risk with respect to its cash and cash equivalents.

Nature of business

Changes in the national and regional economic climates, changes in local real
estate conditions, such as the oversupply of apartments or a reduction in demand
for apartments, competition from single-family housing, apartment properties and
other forms of multifamily residential housing, the inability to provide
adequate maintenance and to obtain adequate insurance, increased operating
costs, changes in zoning, building, environment, rent control and other laws and
regulations, the costs of compliance with current and future laws, changes in
real property taxes and unusual occurrences (such as earthquakes and floods) and
other factors beyond the control of the Partnership may adversely affect the
income from, and value of, the Partnerships properties.

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##### Table of Contents



SCHEDULE III
Income Growth Partners, Ltd. X and Subsidiaries

Schedule III  Real Estate and Accumulated Depreciation
For the Year Ended December 31, 2001

|                     |  |              |            |      |  |              |           |                           |  |                            |            |      |  |              |          |                       |  |   |              |   |  |               |           |  |  |   |            | 
|-------------------- |  | ------------ | ---------- | ---- |  | ------------ | --------- | ------------------------- |  | -------------------------- | ---------- | ---- |  | ------------ | -------- | --------------------- |  | - | ------------ | - |  | ------------- | --------- |  |  | - | ---------- | 
|                     |  |              |            |      |  |              |           |                           |  |                            |            |      |  | Net Change   |          | Gross Amount At Which
|                     |  |              |            |      |  | Initial Cost |           | Subsequent to Acquisition |  | Carried at Close of Period
|                     |  |              |            |      |  |              |           |                           |  |                           
|                     |  |              |            |      |  |              |           |                           |  | Buildings and              |            |      |  |              |          | Buildings and         |  |   |              |   |  | Buildings and
|                     |  | Encumbrances |            | Land |  | Improvements |           | Land                      |  | Improvements               |            | Land |  | Improvements
|                     |  |              |            |      |  |              |           |                           |  |                            |            |      |  |             
|Mission Park         |  | $            | 9,384,342  |      |  | $            | 3,294,260 |                           |  | $                          | 13,490,802 |      |  | $            | (400,000 | )                     |  | $ | 630,452      |   |  | $             | 2,894,260 |  |  | $ | 14,121,254 | 
|Shadow Ridge
Meadows |  |              | 9,555,208  |      |  |              | 4,484,105 |                           |  |                            | 9,821,589  |      |  |              | (300,000 | )                     |  |   | (1,495,794   | ) |  |               | 4,184,105 |  |  |   | 8,325,795  | 
|                     |  |              |            |      |  |              |           |                           |  |                            |            |      |  |              |          |                       |  |   |              |   |  |               |           |  |  |   |            | 
|                     |  | $            | 18,939,550 |      |  | $            | 7,778,365 |                           |  | $                          | 23,312,391 |      |  | $            | (700,000 | )                     |  | $ | (    865,342 | ) |  | $             | 7,078,365 |  |  | $ | 22,447,049 | 
|                     |  |              |            |      |  |              |           |                           |  |                            |            |      |  |              |          |                       |  |   |              |   |  |               |           |  |  |   |            | 

|                     |  |       |            |              |  |              |            |          |  |             |  |                   |  |            |  |  |  |                 |  | 
|-------------------- |  | ----- | ---------- | ------------ |  | ------------ | ---------- | -------- |  | ----------- |  | ----------------- |  | ---------- |  |  |  | --------------- |  | 
|                     |  |       |            |              |  |              |            |          |  |             |  |                   |  |            |  |  |  | Life On Which  
|                     |  |       |            |              |  |              |            |          |  |             |  |                   |  |            |  |  |  | Depreciation in
|                     |  |       |            |              |  | Accumulated  |            | Date of  |  | Date        |  | Latest Statements
|                     |  | Total |            | Depreciation |  | Construction |            | Acquired |  | is Computed
|                     |  |       |            |              |  |              |            |          |  |            
|Mission Park         |  | $     | 17,015,514 |              |  | $            | 5,755,102  |          |  | Jan. 1988   |  | Nov. 1988         |  | 27.5 years
|Shadow Ridge
Meadows |  |       | 12,509,900 |              |  |              | 6,278,831  |          |  | May 1989    |  | Aug. 1989         |  | 27.5 years
|                     |  |       |            |              |  |              |            |          |  |             |  |                   |  |            |  |  |  |                 |  | 
|                     |  | $     | 29,525,414 |              |  | $            | 12,033,933 |          |  |             |  |                   |  |            |  |  |  |                 |  | 
|                     |  |       |            |              |  |              |            |          |  |             |  |                   |  |            |  |  |  |                 |  | 



---

|(a) |  | Reconciliation of total real estate carrying value for the two years ended
December 31, 2001:
|--- |  | ---------------------------------------------------------------------------------------------

|                             |  |      |            |      |  |   |            | 
|---------------------------- |  | ---- | ---------- | ---- |  | - | ---------- | 
|                             |  | 2001 |            | 2000
|                             |  |      |            |     
|Balance at beginning of year |  | $    | 29,156,963 |      |  | $ | 28,985,826 | 
|Acquisitions                 |  |      | 368,451    |      |  |   | 171,137    | 
|                             |  |      |            |      |  |   |            | 
|Balance at end of year       |  | $    | 29,525,414 |      |  | $ | 29,156,963 | 
|                             |  |      |            |      |  |   |            | 



---

|(b) |  | Reconciliation of accumulated depreciation for the two years ended December
31, 2000:
|--- |  | -------------------------------------------------------------------------------------

|                       |                              |   |            |            |      |   |            |            | 
|---------------------- | ---------------------------- | - | ---------- | ---------- | ---- | - | ---------- | ---------- | 
|                       |                              |   | 2001       |            | 2000
|                       |                              |   |            |            |     
|                       | Balance at beginning of year |   | $          | 11,186,735 |      |   | $          | 10,316,949 | 
|                       | Expense                      |   |            | 847,198    |      |   |            | 869,786    | 
|                       |                              |   |            |            |      |   |            |           
|Balance at end of year |                              | $ | 12,033,933 |            |      | $ | 11,186,735 |           
|                       |                              |   |            |            |      |   |            |           

F-16