FORM 10-KSB--ANNUAL OR TRANSITIONAL REPORT UNDER
                               SECTION 13 OR 15(d)

                                   Form 10-KSB
(Mark One)
[X] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
    1934 [No Fee Required]

                    For the fiscal year ended December 31, 2000

[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
    OF 1934 [No Fee Required]

                For the transition period from _________to _________

                         Commission file number 2-84760

                  WINTHROP GROWTH INVESTORS 1 LIMITED PARTNERSHIP
                   (Name of small business issuer in its charter)

        Massachusetts                                           04-2839837
(State or other jurisdiction of                              (I.R.S. Employer
 incorporation or organization)                             Identification No.)

                          55 Beattie Place, PO Box 1089
                        Greenville, South Carolina 29602
                      (Address of principal executive offices)

                    Issuer's telephone number (864) 239-1000

           Securities registered under Section 12(b) of the Exchange Act:

                                      None

           Securities registered under Section 12(g) of the Exchange Act:

                            Limited Partnership Units
                                (Title of class)

Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the  Exchange  Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports),  and (2) has been
subject to such filing requirements for the past 90 days. Yes X No___

Check if there is no disclosure of delinquent  filers in response to Item 405 of
Regulation S-B contained in this form, and no disclosure  will be contained,  to
the best of the  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.  $11,776,000

State the aggregate  market value of the voting  partnership  interests  held by
non-affiliates  computed  by  reference  to the price at which  the  partnership
interests  were sold,  or the average bid and asked  prices of such  partnership
interests as of December 31, 2000. No market exists for the limited  partnership
interests of the Registrant,  and,  therefore,  no aggregate market value can be
determined.

                       DOCUMENTS INCORPORATED BY REFERENCE
                                      None


<PAGE>


                                     PART I


Item 1.     Description of Business

Winthrop  Growth  Investors  1  Limited   Partnership   (the   "Partnership"  or
"Registrant")  was organized  under the Uniform  Limited  Partnership Act of the
Commonwealth  of  Massachusetts  on June 20,  1983 for the purpose of owning and
leasing income-producing residential,  commercial and industrial properties. The
general  partners  of the  Partnership  are Two  Winthrop  Properties,  Inc.,  a
Massachusetts    corporation    (the   "Managing    General    Partner"),    and
Linnaeus-Lexington  Associates Limited Partnership. The Managing General Partner
is wholly-owned by First Winthrop  Corporation,  a Delaware  corporation ("First
Winthrop"), the controlling entities of which are Winthrop Financial Associates,
A Limited Partnership  ("WFA"),  and Apartment Investment and Management Company
("AIMCO").  See "Transfers of Control".  The Partnership Agreement provides that
the Partnership is to terminate on December 31, 2003 unless  terminated prior to
such date.

The Partnership was initially capitalized with contributions of $1,000 from each
of the  general  partners  and $5,000  from the  Initial  Limited  Partner.  The
Partnership,  through its public  offering of limited  partner  units ("Unit" or
"Units"),  sold 23,144 Units aggregating  $23,144,000.  An additional five Units
were  held by WFC  Realty  Co.,  Inc.,  a  subsidiary  of First  Winthrop  ("WFC
Realty").  These five units were  subsequently  purchased by LON-WGI  Associates
LLC, an affiliate of First  Winthrop,  during the first quarter of 1997 for $275
per Unit (See "Transfers of Control" below).

The  Partnership is engaged in the business of operating and holding real estate
properties for investment. The Partnership invested approximately $18,177,000 of
the  original  offering  proceeds  (net  of  sales  commissions  and  sales  and
organizational  costs,  but  including  acquisition  fees and  expenses) in four
apartment  complexes.  Two of the  properties  were  acquired  in joint  venture
arrangements,  one in a partnership arrangement and one directly.  Subsequent to
the  acquisition,  the joint  venture  arrangements  were  converted  to limited
partnerships. During 2000, the Partnership sold one of its investment properties
(see "Item 7. Financial Statements - Note D - Sale of Investment Property"). For
additional information with respect to the Partnership's properties see "Item 2.
Description of Properties".

The  Partnership  does not have any  employees.  Management  and  administrative
services are provided by the Managing  General Partner and by agents retained by
the Managing General  Partner.  An affiliate of the Managing General Partner has
been providing such property management services.

The  real  estate  business  in which  the  Partnership  is  engaged  is  highly
competitive.  There are other  residential  properties within the market area of
the Partnership's properties.  The number and quality of competitive properties,
including  those which may be managed by an affiliate  of the  Managing  General
Partner in such market area,  could have a material  effect on the rental market
for the  apartments at the  Partnership's  properties  and the rents that may be
charged for such apartments. While the Managing General Partner, AIMCO and their
respective affiliates own and/or control a significant number of apartment units
in the United States, such units represent an insignificant  percentage of total
apartment units in the United States and competition for apartments is local.

Both  the  income  and  expenses  of  operating  the  properties  owned  by  the
Partnership are subject to factors outside of the Partnership's control, such as
changes in the supply and demand for similar  properties  resulting from various
market  conditions,  increases/decreases  in unemployment or population  shifts,
changes in the availability of permanent mortgage  financing,  changes in zoning
laws,  or changes in patterns or needs of users.  In  addition,  there are risks
inherent in owning and operating residential  properties because such properties
are  susceptible to the impact of economic and other  conditions  outside of the
control of the Partnership.

There have been, and it is possible there may be other, Federal, state and local
legislation  and  regulations   enacted   relating  to  the  protection  of  the
environment.  The Partnership is unable to predict the extent,  if any, to which
such new  legislation  or  regulations  might occur and the degree to which such
existing or new legislation or regulations might adversely affect the properties
owned by the Partnership.

The Partnership  monitors its properties for evidence of pollutants,  toxins and
other dangerous substances, including the presence of asbestos. In certain cases
environmental testing has been performed,  which resulted in no material adverse
conditions or liabilities.  In no case has the Partnership  received notice that
it is a potentially  responsible party with respect to an environmental clean up
site.

A further description of the Partnership's business is included in "Management's
Discussion and Analysis or Plan of Operation"  included in "Item 6" of this Form
10-KSB.

Transfers of Control

On October 28, 1997, Insignia Financial Group, Inc.  ("Insignia")  acquired 100%
of the Class B stock of First  Winthrop,  the sole  shareholder  of the Managing
General  Partner,  as  well  as a  20.7%  limited  partnership  interest  in the
Partnership.  In connection with this  transaction,  the by-laws of the Managing
General  Partner were amended and restated and certain  agreements  were entered
into between WFA and Insignia,  the shareholders of First Winthrop. As result of
these  agreements,  Insignia  was granted the right to elect one director to the
Managing General Partner's Board of Directors (the "Class B Director"). Further,
a  Residential  Committee  of the Board of  Directors  of the  Managing  General
Partner was established, the members of which are to be appointed by the Class B
Director.  The  Residential  Committee  is vested  with the  authority  to elect
officers and, together they have the right to cause the Managing General Partner
to take such actions as it deemed necessary and advisable in connection with the
activities of the Partnership.

Pursuant  to a series  of  transactions  which  closed  on  October  1, 1998 and
February 26, 1999,  Insignia and Insignia  Properties Trust merged into AIMCO, a
publicly  traded real estate  investment  trust,  with AIMCO being the surviving
corporation. As a result, AIMCO acquired all of the rights of Insignia in and to
the limited partnership interests and the rights granted to Insignia pursuant to
the First Winthrop  transaction.  The Managing  General Partner does not believe
that this  transaction has had or will have a material effect on the affairs and
operations of the Partnership.

Item 2.     Description of Properties:

The following table sets forth the Partnership's investment properties:
<TABLE>
<CAPTION>

                                   Date of           Type of
            Property              Purchase      Type of Ownership          Use

<S>                                 <C>         <C>                      <C>
Ashton Ridge Apartments             12/84     Fee ownership subject     Apartment
   Jacksonville, Florida                     to a first mortgage (1)    356 units

Stratford Place Apartments          12/85     Fee ownership subject     Apartment
   Gaithersburg, Maryland                    to a first mortgage (2)    350 units

Stratford Village Apartments        02/86     Fee ownership subject     Apartment
   Montgomery, Alabama                       to a first mortgage (3)    224 units
</TABLE>

(1)   Property is held by a Limited  Partnership in which the Registrant owns a
      99.9% interest.

(2)   Property is held by a Limited  Partnership in which the Registrant  owns a
      99.98% interest.

(3)   Property is held by a Limited  Partnership in which the  Registrant  owns
      a 100% interest.



<PAGE>


Schedule of Properties:

Set forth below for each of the  Partnership's  properties is the gross carrying
value,  accumulated  depreciation,  depreciable life, method of depreciation and
Federal tax basis.
<TABLE>
<CAPTION>

                          Gross
                        Carrying     Accumulated                            Federal
Property                  Value     Depreciation     Rate      Method      Tax Basis
                             (in thousands)                             (in thousands)
<S>                      <C>           <C>         <C>          <C>         <C>
Ashton Ridge             $13,381       $ 7,271     5-25 yrs     S/L         $ 4,304
Stratford Place           15,831         8,346     5-25 yrs     S/L           5,520
Stratford Village          9,401         5,288     5-25 yrs     S/L           2,765

   Totals                $38,613       $20,905                              $12,589
</TABLE>

 See "Item 7. Financial  Statements - Note A" for a description  of the
 Partnership's depreciation policy.

Schedule of Property Indebtedness:

The  following  table  sets  forth  certain  information  relating  to the loans
encumbering the Partnership's properties:

<TABLE>
<CAPTION>

                              Principal                                     Principal
                             Balance At     Stated                           Balance
                            December 31,   Interest    Period   Maturity     Due At
         Property               2000         Rate    Amortized    Date     Maturity (2)
                          (in thousands)                                 (in thousands)
Ashton Ridge Apartments
<S> <C>                        <C>          <C>       <C>       <C>   <C>    <C>
    1st Mortgage               $ 6,070      7.31%     240 mos.  01/01/21     $    --
Stratford Place
  Apartments
    1st Mortgage                 8,888      8.23%       (1)     07/01/06       7,739
Stratford Village
  Apartments
    1st Mortgage                 4,994      7.72%     360 mos.  11/01/24          --
          Totals               $19,952                                       $ 7,739
</TABLE>

(1)   The  principal  balance is being  amortized  over  varying  periods with a
      balloon payment due July 1, 2006.

(2)   See "Item 7. Financial  Statements - Note F" for information  with respect
      to the Partnership's ability to prepay these loans and other specific loan
      terms.

On December 15, 2000,  the  Partnership  refinanced the mortgage note payable on
Ashton Ridge  Apartments.  The  refinancing  replaced  mortgage  indebtedness of
approximately  $4,071,000  with a new mortgage of  $6,070,000.  The mortgage was
refinanced at a rate of 7.31% compared to the prior rate of 10.00%.  Payments of
principal and interest of approximately $48,000 are due on the first day of each
month  beginning  February 1, 2001 until the loan  matures on January 1, 2021 at
which time the loan is scheduled to be fully  amortized.  Capitalized loan costs
incurred for the refinancing were approximately $104,000.



<PAGE>


Schedule of Rental Rates and Occupancy:

Average annual rental rates and occupancy for 2000 and 1999 for each property:
<TABLE>
<CAPTION>

                                       Average Annual                Average
                                        Rental Rates                Occupancy
                                         (per unit)
Property                              2000          1999        2000         1999
<S>                                 <C>           <C>            <C>          <C>
Ashton Ridge Apartments             $ 6,696       $ 6,514        95%          92%
Stratford Place Apartments            8,576         8,080        98%          97%
Stratford Village Apartments          6,831         6,752        92%          93%
</TABLE>

The increase in occupancy at Ashton Ridge Apartments is due to the completion of
renovation projects at the property which enhanced the property's curb appeal.

As noted under "Item 1.  Description of Business",  the real estate  industry is
highly  competitive.  All of the  properties of the  Partnership  are subject to
competition  from other  properties in the area.  The Managing  General  Partner
believes that all of the properties are adequately insured.  Each property is an
apartment complex which leases its units for lease terms of one year or less. No
tenant leases 10% or more of the available  rental space.  All of the properties
are in good physical condition, subject to normal depreciation and deterioration
as is typical for assets of this type and age.

Schedule of Real Estate Taxes and Rates:

Real estate taxes and rates in 2000 for each property are as follows:

                                         2000          2000
                                        Billing        Rate
                                    (in thousands)
Ashton Ridge Apartments                  $ 145         2.03%
Stratford Place Apartments                 187         3.26%
Stratford Village Apartments                56         3.45%

Capital Improvements:

Sunflower  Apartments:  The  Partnership  completed  approximately  $111,000  in
capital expenditures at Sunflower Apartments as of December 31, 2000, consisting
primarily of floor covering and appliance replacements,  interior decoration and
major  landscaping.  These improvements were funded from operating cash flow and
replacement reserves. This property was sold on December 6, 2000.

Ashton Ridge Apartments:  The Partnership  completed  approximately  $448,000 in
capital  expenditures  at Ashton  Ridge  Apartments  as of  December  31,  2000,
consisting  primarily  of  floor  covering  and  appliance   replacements,   air
conditioning unit replacements, light fixture replacements,  structural upgrades
and plumbing  improvements.  These  improvements were funded from operating cash
flow and  replacement  reserves.  The  Partnership  is currently  evaluating the
capital  improvement  needs of the property for the upcoming  year.  The minimum
amount  budgeted  is  expected  to be  $275  per  unit  or  $97,900.  Additional
improvements may be considered and will depend on the physical  condition of the
property as well as replacement  reserves and anticipated cash flow generated by
the property.

Stratford Place Apartments:  The Partnership completed approximately $288,000 in
capital  expenditures  at Stratford  Place  Apartments  as of December 31, 2000,
consisting  primarily  of  plumbing  replacements,  structural  upgrades,  floor
covering  and  appliance  replacements,  and water  heater  replacements.  These
improvements  were  funded  from  the  Partnership's  operating  cash  flow  and
reserves.  The Partnership is currently evaluating the capital improvement needs
of the property for the upcoming year.  The minimum amount  budgeted is expected
to be $275 per unit or $96,250.  Additional  improvements  may be considered and
will depend on the physical  condition  of the  property as well as  replacement
reserves and anticipated cash flow generated by the property.

Stratford Village: The Partnership completed  approximately  $263,000 in capital
expenditures at Stratford Village as of December 31, 2000,  consisting primarily
of floor  covering  and  appliance  replacements,  plumbing  improvements,  roof
replacements,  and structural upgrades.  These improvements were funded from the
Partnership's  operating cash flow and replacement reserves.  The Partnership is
currently  evaluating  the capital  improvement  needs of the  property  for the
upcoming year.  The minimum  amount  budgeted is expected to be $275 per unit or
$61,600.  Additional  improvements  may be  considered  and will  depend  on the
physical  condition  of  the  property  as  well  as  replacement  reserves  and
anticipated cash flow generated by the property.

Item 3.     Legal Proceedings

The Partnership is unaware of any pending or outstanding  litigation that is not
of a routine nature arising in the ordinary course of business.

Item 4.     Submission of Matters to a Vote of Partners

During the quarter ended December 31, 2000, no matter was submitted to a vote of
the unit holders through the solicitation of proxies or otherwise.


<PAGE>


                                     PART II


Item 5.     Market for the Partnership's Equity and Related Partner Matters

The Partnership,  a publicly-held  limited  partnership,  originally sold 23,149
Limited  Partnership  Units.  As of December 31, 2000,  the number of holders of
Limited  Partnership  Units  was 780 and the  number  of units  outstanding  was
23,139.  Affiliates of the Managing General Partner owned approximately 8,693.25
Units or  approximately  37.57% at December 31,  2000.  There is no intention to
sell additional  Limited  Partnership  Units nor is there an established  public
trading market for these Units.

The following table sets forth the distributions declared by the Partnership for
the years ended December 31, 1999 and 2000 as well as for the subsequent  period
from January 1, 2001 to March 31, 2001:

                                                Distributions
                                                           Per Limited
                                        Aggregate        Partnership Unit
       01/01/99 - 12/31/99            $  490,000 (1)         $ 21.18
       01/01/00 - 12/31/00             4,578,000 (2)          197.85
       01/01/01 - 03/31/01             3,085,000 (3)          130.13

(1)   Distribution  was made from cash from  operations.  The  distribution  was
      declared at December 31, 1999 and paid in January 2000.

(2)   Distributions consisted of approximately $3,700,000 (approximately $159.90
      per limited  partnership  unit) from surplus cash due to proceeds from the
      sale of Sunflower  Apartments and  approximately  $878,000 all paid to the
      limited partners  (approximately $37.95 per limited partnership unit) from
      operations.  (see "Item 6. Management's Discussion and Analysis or Plan of
      Operation" for further details).

(3)   Subsequent to December 31, 2000, distributions of approximately $2,340,000
      or $101.13 per limited partnership unit consisting of refinancing proceeds
      from Ashton Ridge  Apartments and  approximately  $745,000  (approximately
      $671,000 to the limited partners or $29.00 per limited  partnership  unit)
      from operations was declared and paid to the partners.

Future cash  distributions  will depend on the levels of net cash generated from
operations, the availability of cash reserves and the timing of debt maturities,
refinancings,  and/or property sales. The Partnership's  distribution  policy is
reviewed on a quarterly  basis.  There can be no  assurance,  however,  that the
Partnership  will  generate  sufficient  funds from  operations  after  required
capital expenditures to permit any further  distributions to its partners in the
year 2001 or subsequent periods.

In addition to its indirect  ownership of the Managing  General Partner interest
in the Partnership,  AIMCO and its affiliates owned 8,693.25 limited partnership
units in the Partnership  representing  approximately  37.57% of the outstanding
units at December 31,  2000. A number of these units were  acquired in the First
Winthrop  transaction  and  pursuant  to  tender  offers  made by  AIMCO  or its
affiliates.  It is possible that AIMCO or its affiliates will acquire additional
limited  partnership  interests in the  Partnership  for cash or in exchange for
units in the operating  partnership of AIMCO either through private purchases or
tender offers.  In this regard,  on February 5, 2001,  AIMCO  Properties,  L.P.,
commenced a tender offer to acquire all of the Units not owned by  affiliates of
AIMCO for a purchase  price of $496.00 per Unit which price was higher than that
being  offered in a  competing  offer by a third  party.  Pursuant to this offer
AIMCO acquired an additional 352 units  resulting in its total  ownership  being
increased to 9,045.25 units or 39.09% of the total outstanding  units. Under the
Partnership Agreement,  unitholders holding a majority of the Units are entitled
to take action with respect to a variety of matters, which would include without
limitation, voting on certain amendments to the

<PAGE>


Partnership  Agreement and voting to remove the Managing General  Partner.  When
voting on matters, AIMCO would in all likelihood vote the Units it acquired in a
manner  favorable  to the interest of the Managing  General  Partner  because of
their affiliation with the Managing General Partner.

Item 6.     Management's Discussion and Analysis or Plan of Operation

The  matters  discussed  in this Form  10-KSB  contain  certain  forward-looking
statements  and  involve  risks and  uncertainties  (including  changing  market
conditions, competitive and regulatory matters, etc.) detailed in the disclosure
contained  in this Form 10-KSB and the other  filings  with the  Securities  and
Exchange  Commission made by the Registrant from time to time. The discussion of
the Registrant's business and results of operations,  including  forward-looking
statements pertaining to such matters, does not take into account the effects of
any changes to the Registrant's business and results of operation.  Accordingly,
actual   results   could  differ   materially   from  those   projected  in  the
forward-looking  statements as a result of a number of factors,  including those
identified herein.

This  item  should  be read  in  conjunction  with  the  consolidated  financial
statements and other items contained elsewhere in this report.

Results of Operations

The  Partnership's  net  income  for  the  year  ended  December  31,  2000  was
approximately  $3,796,000 as compared to a net loss of approximately $38,000 for
the year ended December 31, 1999. The increase in net income is primarily due to
the gain  realized on the sale of Sunflower  Apartments  partially  offset by an
increase in loss on early  extinguishment  of debt. The  Partnership  realized a
gain on the sale of Sunflower Apartments of approximately  $3,697,000 during the
fourth  quarter of 2000 (see "Item 7.  Financial  Statements  - Note D - Sale of
Investment  Property").  Excluding  the  operations  and  the  gain  on  sale of
Sunflower Apartments, the Partnership's net income was approximately $41,000 for
the year  ended  December  31,  2000  compared  to a net  loss of  approximately
$262,000 for the year ended  December  31, 1999.  The increase in net income was
the result of an increase in total revenues  partially  offset by an increase in
total  expenses.  The increase in total  revenues was a result of an increase in
rental  income and other  income.  The  increase in rental  income is  primarily
attributable  to the  increase  in  average  annual  rental  rates at all of the
Partnership's  investment  properties and increased occupancy at Stratford Place
Apartments  and Ashton Ridge  Apartments.  These  increases more than offset the
slight  decrease in  occupancy  at Stratford  Village.  Other  income  increased
primarily  due to an increase  in  miscellaneous  income,  late  charges,  cable
television charges and lease cancellation fees.

Total  expenses  for the  year  ended  December  31,  2000 as  compared  to 1999
increased due to an increase in general and administrative expense, depreciation
expense,  and property tax expenses  partially offset by a decrease in operating
expense.  Depreciation  expense  increased  due  to  property  improvements  and
replacements  added in the last twelve  months which are now being  depreciated.
Property tax expense  increased due to the increase in assessment  values by the
taxing  authorities for Ashton Ridge and Stratford Place which increased the tax
rates and bills for 2000. Property tax expense also increased for the year ended
December 31, 2000 due to a refund  received during the first quarter of 1999 for
Stratford Place Apartments.  The decrease in operating expense was primarily due
to a decrease in advertising  expense and property expense.  Advertising expense
decreased due to a reduction in marketing efforts by the investment  properties'
employees due to the  stabilization  or increase in occupancy at the  investment
properties.  Property  expense  decreased  due to a decrease  in water and sewer
charges due to the installation of water conservation low flow toilets.

General and administrative expenses increased primarily due to increased general
partner  reimbursements  allowed under the  Partnership  Agreement and increased
professional fees associated with managing the Partnership.  In addition,  costs
associated  with the  quarterly  and annual  communications  with  investors and
regulatory  agencies and the annual audit required by the Partnership  Agreement
are also included.



<PAGE>


As part of the ongoing  business plan of the  Partnership,  the Managing General
Partner  monitors  the  rental  market  environment  of each  of its  investment
properties  to assess  the  feasibility  of  increasing  rents,  maintaining  or
increasing  occupancy  levels and protecting the  Partnership  from increases in
expenses. As part of this plan, the Managing General Partner attempts to protect
the Partnership  from the burden of  inflation-related  increases in expenses by
increasing rents and maintaining a high overall occupancy level. However, due to
changing market  conditions,  which can result in the use of rental  concessions
and  rental  reductions  to  offset  softening  market  conditions,  there is no
guarantee that the Managing General Partner will be able to sustain such a plan.

Liquidity and Capital Resources

At  December  31,  2000,  the  Partnership  had  cash and  cash  equivalents  of
approximately $3,299,000 as compared to approximately $1,889,000 at December 31,
1999. The increase in cash and cash equivalents of approximately  $1,410,000 for
the year ended  December  31, 2000 is due to  approximately  $4,898,000  of cash
provided by investing  activities and approximately  $2,538,000 of cash provided
by operating activities,  which was partially offset by approximately $6,026,000
of cash used in financing  activities.  Cash  provided by  investing  activities
consisted of proceeds from the sale of Sunflower  Apartments and net withdrawals
from escrow accounts partially offset by property improvements and replacements.
Cash used in financing activities consisted of payments of principal made on the
mortgages  encumbering the Partnership's  properties,  distributions paid to the
partners,  repayment  of the  mortgages  as a result  of the  sale of  Sunflower
Apartments  and repayment of the mortgage on Ashton Ridge  Apartments  partially
offset by cash  received  on the  refinance  of the  mortgage.  The  Partnership
invests its working capital reserves in money market accounts.

The sufficiency of existing  liquid assets to meet future  liquidity and capital
expenditure   requirements   is  directly   related  to  the  level  of  capital
expenditures  required at the  properties  to  adequately  maintain the physical
assets and other  operating needs of the Partnership and to comply with Federal,
state, and local legal and regulatory requirements. The Partnership is currently
evaluating  the capital  improvement  needs of the  properties  for the upcoming
year.  The minimum  amount  budgeted is expected to be $275 per unit or $255,750
for all of the  Partnership's  investment  properties.  The  additional  capital
expenditures  will be incurred  only if cash is available  from  operations  and
Partnership  reserves. To the extent that such budgeted capital improvements are
completed,  the Registrant's  distributable  cash flow, if any, may be adversely
affected at least in the short term.

 The Partnership's current assets are thought to be sufficient for any near-term
needs  (exclusive  of capital  improvements)  of the  Partnership.  The mortgage
indebtedness of approximately $19,952,000 is amortized over varying periods with
a balloon  payment of  approximately  $7,739,000  due in July 2006. The Managing
General  Partner  will attempt to refinance  such  indebtedness  and/or sell the
properties prior to such maturity dates. If the properties  cannot be refinanced
or  sold  for a  sufficient  amount,  the  Partnership  will  risk  losing  such
properties through foreclosure.

On December 15, 2000,  the  Partnership  refinanced the mortgage note payable on
Ashton Ridge  Apartments.  The  refinancing  replaced  mortgage  indebtedness of
approximately  $4,071,000  with a new mortgage of  $6,070,000.  The mortgage was
refinanced at a rate of 7.31% compared to the prior rate of 10.00%.  Payments of
principal and interest of approximately $48,000 are due on the first day of each
month  beginning  February 1, 2001 until the loan  matures on January 1, 2021 at
which time the loan is scheduled to be fully  amortized.  Capitalized loan costs
incurred for the refinancing were approximately $104,000. The Partnership repaid
the existing mortgage note of approximately $4,071,000 and wrote off unamortized
loan costs of approximately $110,000.

During the year ended December 31, 2000, the Partnership  paid a distribution to
the limited  partners from  operations  of  approximately  $490,000  ($21.18 per
limited  partnership  unit) which had been  declared and accrued at December 31,
1999. In addition,  the Partnership  declared and paid cash distributions to the
limited partners from operations of  approximately  $878,000 ($37.95 per limited
partnership  unit).  The  Partnership  also declared and paid a distribution  of
approximately $3,700,000 ($159.90 per limited partnership unit) from the sale of
Sunflower Apartments during the year ended December 31, 2000.  Subsequent to the
year ended December 31, 2000,  the  Partnership  paid a distribution  all to the
limited partners of approximately  $2,340,000  ($101.13 per limited  partnership
unit) from the refinancing proceeds of Ashton Ridge Apartments.  In addition, an
operating distribution of approximately $745,000  (approximately $671,000 to the
limited  partners  or  $29.00  per  limited  partnership  unit)  was paid to the
partners.

In addition to its indirect  ownership of the Managing  General Partner interest
in the Partnership,  AIMCO and its affiliates owned 8,693.25 limited partnership
units in the Partnership  representing  approximately  37.57% of the outstanding
units at December 31,  2000. A number of these units were  acquired in the First
Winthrop  transaction  and  pursuant  to  tender  offers  made by  AIMCO  or its
affiliates.  It is possible that AIMCO or its affiliates will acquire additional
limited  partnership  interests in the  Partnership  for cash or in exchange for
units in the operating  partnership of AIMCO either through private purchases or
tender offers.  In this regard,  on February 5, 2001,  AIMCO  Properties,  L.P.,
commenced a tender offer to acquire all of the Units not owned by  affiliates of
AIMCO for a purchase  price of $496.00 per Unit which price was higher than that
being  offered in a  competing  offer by a third  party.  Pursuant to this offer
AIMCO acquired an additional 352 units  resulting in its total  ownership  being
increased to 9,045.25 units or 39.09% of the total outstanding  units. Under the
Partnership Agreement,  unitholders holding a majority of the Units are entitled
to take action with respect to a variety of matters, which would include without
limitation, voting on certain amendments to the Partnership Agreement and voting
to remove the Managing General Partner.  When voting on matters,  AIMCO would in
all likelihood vote the Units it acquired in a manner  favorable to the interest
of the Managing  General Partner because of their  affiliation with the Managing
General Partner.


<PAGE>


Item 7.     Financial Statements


WINTHROP GROWTH INVESTORS 1 LIMITED PARTNERSHIP

LIST OF FINANCIAL STATEMENTS


      Report of Independent Public Accountants - Arthur Andersen LLP

      Consolidated Balance Sheet - December 31, 2000

      Consolidated Statements of Operations - Years ended December 31, 2000 and
        1999

      Consolidated  Statements of Changes in Partners' (Deficit) Capital - Years
      ended December 31, 2000 and 1999

      Consolidated Statements of Cash Flows - Years ended December 31, 2000 and
        1999

      Notes to Consolidated Financial Statements

<PAGE>


                    Report of Independent Public Accountants



To the Partners of
Winthrop Growth Investors 1 Limited Partnership:


We have audited the accompanying  consolidated  balance sheet of Winthrop Growth
Investors 1 Limited  Partnership  and its  subsidiaries as of December 31, 2000,
and the related  consolidated  statements  of  operations,  changes in partners'
(deficit)  capital and cash flows for each of the two years in the period  ended
December  31,   2000.   These   consolidated   financial   statements   are  the
responsibility of the Partnership's management. Our responsibility is to express
an opinion on these consolidated financial statements based on our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the United States. Those standards require that we plan and perform the audit
to obtain reasonable  assurance about whether the 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 the  Partnership's  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 financial  statements  referred to above present fairly, in
all material  respects,  the consolidated  financial position of Winthrop Growth
Investors 1 Limited  Partnership  and its  subsidiaries as of December 31, 2000,
and the  results  of their  operations  and their cash flows for each of the two
years in the period ended  December  31, 2000,  in  conformity  with  accounting
principles generally accepted in the United States.


                                                          /s/Arthur Andersen LLP



Denver, Colorado
January 28, 2001.


<PAGE>





                  WINTHROP GROWTH INVESTORS 1 LIMITED PARTNERSHIP

                           CONSOLIDATED BALANCE SHEET
                        (in thousands, except unit data)

                                December 31, 2000




Assets
    Cash and cash equivalents                                    $ 3,299
    Receivables and deposits                                         395
    Restricted escrows                                               259
    Other assets                                                   1,024
    Investment properties (Notes F and H)
      Land                                          $ 2,391
      Buildings and related personal property        36,222
                                                     38,613
      Less accumulated depreciation                 (20,905)      17,708

                                                                 $22,685
Liabilities and Partners' (Deficit) Capital

Liabilities
   Accounts payable                                              $   267
   Tenant security deposit liabilities                               150
   Other liabilities                                                 281
   Mortgage notes payable (Note F)                                19,952

Partners' (Deficit) Capital
   General partners                                 $ (899)
   Limited partners (23,139 units
      issued and outstanding)                         2,934        2,035

                                                                 $22,685

            See Accompanying Notes to Consolidated Financial Statements


<PAGE>


                  WINTHROP GROWTH INVESTORS 1 LIMITED PARTNERSHIP

                      CONSOLIDATED STATEMENTS OF OPERATIONS
                          (in thousands, except unit data)

<TABLE>
<CAPTION>

                                                              Years Ended December 31,
                                                                  2000         1999
Revenues:
<S>                                                             <C>          <C>
   Rental income                                                $ 7,646      $ 7,371
   Other income                                                     433          351
   Gain on sale of investment property                            3,697           --
         Total revenues                                          11,776        7,722

Expenses:
   Operating                                                      3,112        3,216
   General and administrative                                       378          233
   Depreciation                                                   2,034        2,015
   Interest                                                       1,765        1,811
   Property taxes                                                   581          485
         Total expenses                                           7,870        7,760

Income (loss) before extraordinary loss on early
   extinguishment of debt                                         3,906          (38)
Extraordinary loss on early extinguishment of debt                 (110)          --

         Net income (loss)                                      $ 3,796       $ (38)

Net income (loss) allocated to general partners (10%)               380           (4)
Net income (loss) allocated to limited partners (90%)             3,416          (34)

         Net income (loss)                                      $ 3,796      $   (38)

Per Limited Partnership Unit:
   Income (loss) before extraordinary loss on early
     extinguishment of debt                                      $151.91     $ (1.47)
   Extraordinary loss on early extinguishment of debt              (4.28)         --

         Net income (loss) per limited partnership unit          $147.63     $ (1.47)

   Distributions per limited partnership unit                   $197.85      $ 21.18


            See Accompanying Notes to Consolidated Financial Statements
</TABLE>


<PAGE>


                  WINTHROP GROWTH INVESTORS 1 LIMITED PARTNERSHIP

         CONSOLIDATED STATEMENTS OF CHANGES IN PARTNERS' (DEFICIT) CAPITAL
                          (in thousands, except unit data)



<TABLE>
<CAPTION>

                                      Limited
                                     Partnership   General     Limited
                                        Units     Partners    Partners      Total

<S>                                     <C>        <C>         <C>         <C>
Original capital contributions          23,149     $ 2,000     $23,149     $25,149

Partners' (deficit) capital at
   December 31, 1998                    23,139     $(1,275)    $ 4,620     $ 3,345

Net loss for the year
   ended December 31, 1999                  --          (4)        (34)        (38)

Distributions to limited partners           --          --        (490)       (490)

Partners' (deficit) capital at
   December 31, 1999                    23,139      (1,279)      4,096       2,817

Net income for the year
   ended December 31, 2000                  --         380       3,416       3,796

Distributions to limited partners           --          --      (4,578)     (4,578)

Partners' (deficit) capital at
   December 31, 2000                    23,139      $ (899)    $ 2,934     $ 2,035


            See Accompanying Notes to Consolidated Financial Statements
</TABLE>

<PAGE>


                  WINTHROP GROWTH INVESTORS 1 LIMITED PARTNERSHIP

                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (in thousands)
<TABLE>
<CAPTION>

                                                         Years Ended December 31,
                                                             2000         1999
Cash flows from operating activities:
<S>                                                        <C>            <C>
   Net income (loss)                                       $ 3,796        $ (38)
   Adjustments to reconcile net income (loss) to
     net cash provided by operating activities:
      Depreciation                                           2,034         2,015
      Amortization of loan costs and deferred costs            117           105
      Gain on sale of investment property                   (3,697)           --
      Loss on disposal of property                              --           (49)
      Loss on early extinguishment of debt                     110            --
      Change in accounts:
        Receivables and deposits                               279            36
        Other assets                                           (41)           73
        Accounts payable                                       109           (39)
        Tenant security deposit liabilities                    (20)           25
        Accrued property taxes                                (139)         (154)
        Other liabilities                                      (10)           (1)
          Net cash provided by operating activities          2,538         1,973

Cash flows from investing activities:
   Proceeds from sale of investment property                 6,318            --
   Property improvements and replacements                   (1,567)       (1,431)
   Net withdrawals from restricted escrows                     147           295
   Net insurance proceeds received                              --            63
          Net cash provided by (used in) investing
             activities                                      4,898        (1,073)

Cash flows from financing activities:
   Loan costs paid                                            (104)           --
   Proceeds from mortgage note payable                       6,070            --
   Payments on mortgage notes payable                         (291)         (274)
   Repayments of mortgage notes payable                     (6,633)           --
   Distributions paid to limited partners                   (5,068)         (600)
          Net cash used in financing activities             (6,026)         (874)

Net increase in cash and cash equivalents                    1,410            26

Cash and cash equivalents at beginning of period             1,889         1,863

Cash and cash equivalents at end of period                 $ 3,299       $ 1,889

Supplemental disclosure of cash flow information:
   Cash paid for interest                                  $ 1,748       $ 1,751

Supplemental disclosure of non-cash activity:
   Distribution payable                                      $ --         $ 490
   Property improvements and replacements included
     in accounts payable                                     $ --         $ 457

            See Accompanying Notes to Consolidated Financial Statements
</TABLE>

<PAGE>




                  WINTHROP GROWTH INVESTORS 1 LIMITED PARTNERSHIP

                     Notes to Consolidated Financial Statements

                                December 31, 2000


Note A - Organization and Significant Accounting Policies

Organization: Winthrop Growth Investors 1 Limited Partnership (the "Partnership"
or  "Registrant")  was  organized  on June 20,  1983 under the  Uniform  Limited
Partnership  Act of  the  Commonwealth  of  Massachusetts  for  the  purpose  of
investing in income-producing residential, commercial and industrial real estate
properties. The general partners of the Partnership are Two Winthrop Properties,
Inc.,  a  Massachusetts   corporation  (the  "Managing  General  Partner"),  and
Linnaeus-Lexington  Associates Limited Partnership. The Managing General Partner
is wholly-owned by First Winthrop Corporation, the controlling entities of which
are  Winthrop  Financial  Associates,  A  Limited  Partnership,   and  Apartment
Investment  and  Management  Company  ("AIMCO")  (see  "Note  B  -  Transfer  of
Control").   The  Partnership  Agreement  provides  that  the  Partnership  will
terminate   December  31,  2003  unless  terminated  prior  to  such  date.  The
Partnership,  via its controlling interest in three partnerships and a trust, is
the owner of three residential  apartment  complexes located in various parts of
the United States.

Uses of Estimates:  The  preparation of financial  statements in conformity with
generally accepted  accounting  principles requires management to make estimates
and assumptions that affect the amounts reported in the financial statements and
accompanying notes. Actual results could differ from those estimates.

Principles of  Consolidation:  The  consolidated  statements of the  Partnership
include  its  99%,  99.9%  and  99.98%  general  partnership  interests  in  DEK
Associates,  Meadow  Wood  Associates  and  Stratford  Place  Investors  Limited
Partnership, respectively. Additionally, the Partnership is the 100% beneficiary
of the Stratford Village Realty Trust. All significant interpartnership balances
have been eliminated.  In addition, due to the cumulative minority interest loss
exceeding minority interest capital, the Partnership recorded 100% of the income
in 2000 and loss in 1999.

Allocation of Profits and Losses and Cash Distributions:  In accordance with the
Partnership Agreement,  profits and losses shall be allocated 10% to the general
partners and 90% to the limited partners. The limited partners are entitled to a
noncumulative  quarterly  priority  cash  distribution  of 1.5% of their average
Adjusted Capital  Contribution,  as defined, of cash available for distribution.
The  general  partners  would  then  be  entitled  to  one-ninth  of the  amount
distributed  to the  limited  partners,  with the balance  allocated  90% to the
limited partners and 10% to the general partners. Sales and refinancing proceeds
are to be distributed according to the provisions of the Partnership Agreement.

Net Income (Loss) Per Limited  Partnership  Unit:  Net income (loss) per limited
partnership  unit is computed by dividing the net income (loss) allocated to the
limited partners by 23,139 units outstanding.

Cash and Cash  Equivalents:  Includes  cash on hand,  in banks and money  market
accounts.  At certain  times,  the amount of cash deposited at a bank may exceed
the limit on insured deposits.  Cash balances include approximately  $765,000 at
December 31, 2000 that are  maintained by the affiliated  management  company on
behalf of affiliated entities in a cash concentration account.

Tenant  Security  Deposits:  The  Partnership  requires  security  deposits from
lessees  for the  duration  of the  lease  and such  deposits  are  included  in
receivables  and  deposits.  The security  deposits are refunded when the tenant
vacates,  provided  the tenant has not  damaged  its space and is current on its
rental payments.

Investment Properties:  Investment properties,  which consist of three apartment
complexes,  are stated at cost.  Acquisition  fees are  capitalized as a cost of
real estate.  In accordance  with "Statement of Financial  Accounting  Standards
("SFAS") No. 121,  Accounting  for the  Impairment of Long-Lived  Assets and for
Long-Lived Assets to be Disposed of", the Partnership  records impairment losses
on long-lived assets used in operations when events and  circumstances  indicate
that the assets might be impaired and the  undiscounted  cash flows estimated to
be generated by those assets are less than the carrying amounts of those assets.
No  adjustments  for  impairment  of value were  recorded in either of the years
ended December 31, 2000 or 1999.

Loan Costs: Loan costs of approximately $789,000, less accumulated  amortization
of  approximately  $379,000 are included in other assets and are being amortized
on  a  straight-line   basis  over  the  lives  of  the  respective  loans.  The
amortization of loan costs is included in interest expense.

Deferred  Costs:   Costs  related  to  the  acquisition  of  the  properties  of
approximately   $1,128,000,   less  accumulated  amortization  of  approximately
$690,000, are included in other assets and are being amortized over 25 years.

Depreciation:  Depreciation  is  provided by the  straight-line  method over the
estimated lives of the investment properties and related personal property.  For
Federal income tax purposes,  the  accelerated  cost recovery method is used (1)
for real property over 18 years for additions  after March 15, 1984,  and before
May 9, 1985, and 19 years for additions  after May 8, 1985 and before January 1,
1987, and (2) for personal  property over 5 years for additions prior to January
1, 1987. As a result of the Tax Reform Act of 1986, for additions after December
31, 1986, the alternative  depreciation  system is used for  depreciation of (1)
real property over 40 years and (2) personal property additions over 5-20 years.

Leases: The Partnership  generally leases apartment units for twelve-month terms
or less. The Partnership recognizes income as earned on its leases. In addition,
the Managing  General  Partner's  policy is to offer rental  concessions  during
particularly  slow months or in response to heavy competition from other similar
complexes  in the  area.  Concessions  are  charged  against  rental  income  as
incurred.

Restricted  Escrows:  In  relation  to the  mortgages  at  Stratford  Place  and
Stratford  Village,  the mortgage lenders have required a "replacement  reserve"
for  certain  capital  improvements.  At  December  31,  2000,  the  balance was
approximately $259,000.

Segment Reporting: Statement of Financial Standards ("SFAS") No. 131, Disclosure
about Segments of an Enterprise and Related  Information  established  standards
for the way that public business  enterprises report information about operating
segments in annual  financial  statements  and requires  that those  enterprises
report  selected  information  about  operating  segments  in interim  financial
reports.  It also establishes  standards for related  disclosures about products
and services, geographic areas, and major customers. As defined in SFAS No. 131,
the Partnership has only one reportable  segment.  The Managing  General Partner
believes that  segment-based  disclosures  will not result in a more  meaningful
presentation than the consolidated financial statements as currently presented.

Advertising:  Advertising costs of approximately $89,000 in 2000 and $106,000 in
1999 are charged to expense as incurred and are included in operating expense.

Fair Value of Financial Instruments: SFAS No. 107, "Disclosures about Fair Value
of  Financial  Instruments",  as amended  by SFAS No.  119,  "Disclosures  about
Derivative  Financial  Instruments  and Fair  Value of  Financial  Instruments",
requires  disclosure  of fair value  information  about  financial  instruments,
whether or not recognized in the balance  sheet,  for which it is practicable to
estimate  fair  value.  Fair value is defined in the SFAS as the amount at which
the  instruments  could be exchanged in a current  transaction  between  willing
parties,  other than in a forced or liquidation  sale. The Partnership  believes
that the carrying amount of its financial  instruments  (except  long-term debt)
approximates  their  fair  value  due  to  the  short  term  maturity  of  these
instruments.  The  fair  value  of  the  Partnership's  long  term  debt,  after
discounting the scheduled loan payments to maturity,  approximates  its carrying
balance.

Note B - Transfer of Control

On October 28, 1997, Insignia Financial Group, Inc.  ("Insignia")  acquired 100%
of the Class B stock of First  Winthrop,  the sole  shareholder  of the Managing
General  Partner,  as  well  as a  20.7%  limited  partnership  interest  in the
Partnership.  In connection with this  transaction,  the by-laws of the Managing
General  Partner were amended and restated and certain  agreements  were entered
into between WFA and Insignia,  the shareholders of First Winthrop. As result of
these  agreements,  Insignia  was granted the right to elect one director to the
Managing General Partner's Board of Directors (the "Class B Director"). Further,
a  Residential  Committee  of the Board of  Directors  of the  Managing  General
Partner was established, the members of which are to be appointed by the Class B
Director.  The  Residential  Committee  is vested  with the  authority  to elect
officers and, together they have the right to cause the Managing General Partner
to take such actions as it deemed necessary and advisable in connection with the
activities of the Partnership.

Pursuant  to a series  of  transactions  which  closed  on  October  1, 1998 and
February 26, 1999,  Insignia and Insignia  Properties Trust merged into AIMCO, a
publicly  traded real estate  investment  trust,  with AIMCO being the surviving
corporation. As a result, AIMCO acquired all of the rights of Insignia in and to
the limited partnership interests and the rights granted to Insignia pursuant to
the First Winthrop  transaction.  The Managing  General Partner does not believe
that this  transaction has had or will have a material effect on the affairs and
operations of the Partnership.

Note C - Transactions with Affiliated Parties

The  Partnership  has no employees  and is  dependent  on the  Managing  General
Partner  and  its  affiliates  for  the  management  and  administration  of all
partnership activities.  The Partnership Agreement provides for certain payments
to affiliates for services and as reimbursement of certain expenses  incurred by
affiliates on behalf of the Partnership. The following payments were made to the
Managing General Partner and affiliates during the years ended December 31, 2000
and 1999:

                                                  2000        1999
                                                   (in thousands)
Property management fees (included in             $410        $383
  operating expenses)
Reimbursement for services of affiliates
  (included in investment properties,
  operating expenses and general and
  administrative expenses)                         250         162



During the years ended  December 31, 2000 and 1999,  affiliates  of the Managing
General  Partner  were  entitled  to  5% of  gross  receipts  from  all  of  the
Partnership's  investment  properties as  compensation  for  providing  property
management  services.  The  Partnership  paid to such  affiliates  approximately
$410,000  and  $383,000  during  the years  ended  December  31,  2000 and 1999,
respectively.

An  affiliate  of  the  Managing  General  Partner  received  reimbursements  of
accountable  administrative  expenses  amounting to  approximately  $250,000 and
$162,000 for the years ended December 31, 2000 and 1999, respectively.

In addition to its indirect  ownership of the Managing  General Partner interest
in the Partnership,  AIMCO and its affiliates owned 8,693.25 limited partnership
units in the Partnership  representing  approximately  37.57% of the outstanding
units at December 31,  2000. A number of these units were  acquired in the First
Winthrop  transaction  and  pursuant  to  tender  offers  made by  AIMCO  or its
affiliates.  It is possible that AIMCO or its affiliates will acquire additional
limited  partnership  interests in the  Partnership  for cash or in exchange for
units in the operating  partnership of AIMCO either through private purchases or
tender offers.  In this regard,  on February 5, 2001,  AIMCO  Properties,  L.P.,
commenced a tender offer to acquire all of the Units not owned by  affiliates of
AIMCO for a purchase  price of $496.00 per Unit which price was higher than that
being  offered in a  competing  offer by a third  party.  Pursuant to this offer
AIMCO acquired an additional 352 units  resulting in its total  ownership  being
increased to 9,045.25 units or 39.09% of the total outstanding  units. Under the
Partnership Agreement,  unitholders holding a majority of the Units are entitled
to take action with respect to a variety of matters, which would include without
limitation, voting on certain amendments to the Partnership Agreement and voting
to remove the Managing General Partner.  When voting on matters,  AIMCO would in
all likelihood vote the Units it acquired in a manner  favorable to the interest
of the Managing  General Partner because of their  affiliation with the Managing
General Partner.

Note D - Sale of Investment Property

On December 6, 2000,  Sunflower  Apartments  was sold to an  unaffiliated  third
party for approximately $6,900,000.  After closing costs and expenses related to
the sale,  the net  proceeds  received  by the  Partnership  were  approximately
$6,318,000.  The Partnership  realized a gain on the sale of investment property
of approximately $3,697,000 during the fourth quarter of 2000.

The following  unaudited pro forma  information  reflects the  operations of the
Partnership  for the years ended December 31, 2000 and 1999, as if Sunflower had
been sold on January 1, 1999 (in thousands):


                                          2000          1999
                                      (Unaudited)    (Unaudited)

Revenues                               $ 6,662        $ 6,217
Expenses                                (6,511)        (6,479)
Loss on early extinguishment
  of debt                                 (110)            --

Net income (loss)                      $    41        $  (262)
Net income (loss) per limited
  partnership unit                     $  1.59        $(10.19)




<PAGE>


Note E - Refinancing of Mortgage Notes Payable

On December 15, 2000,  the  Partnership  refinanced the mortgage note payable on
Ashton Ridge  Apartments.  The  refinancing  replaced  mortgage  indebtedness of
approximately  $4,071,000  with a new mortgage of  $6,070,000.  The mortgage was
refinanced at a rate of 7.31% compared to the prior rate of 10.00%.  Payments of
principal and interest of approximately $48,000 are due on the first day of each
month  beginning  February 1, 2001 until the loan  matures on January 1, 2021 at
which time the loan is scheduled to be fully  amortized.  Capitalized loan costs
incurred for the refinancing were approximately $104,000.

Note F - Mortgage Notes Payable

The principle terms of the mortgage notes payable are as follows:

<TABLE>
<CAPTION>

                      Principal      Monthly                              Principal
                      Balance At     Payment     Stated                    Balance
                     December 31,   Including   Interest    Maturity       Due At
Property                 2000       Interest      Rate        Date        Maturity
                          (in thousands)                               (in thousands)
Ashton Ridge
 Apartments
<S>                    <C>           <C>          <C>       <C>            <C>
  1st Mortgage         $ 6,070       $    48      7.31%     01/01/21       $    --
Stratford Place
 Apartments
  1st Mortgage           8,888            75      8.23%     07/01/06         7,739
Stratford Village
 Apartments
  1st Mortgage           4,994            38      7.72%     11/01/24            --
                       $19,952       $   161                               $ 7,739
</TABLE>

The mortgage  notes  payable are  non-recourse  and are secured by pledge of the
respective  apartment  properties  and by pledge of revenues from the respective
apartment  properties.  The mortgages encumbering Stratford Place Apartments and
Ashton Ridge  Apartments  properties are subject to a prepayment  penalty if the
loan is paid prior to maturity. Further, the Partnership's investment properties
may not be sold subject to existing indebtedness.

Scheduled  principal  payments of mortgage notes payable  subsequent to December
31, 2000, are as follows (in thousands):

       2001             $   375
       2002                 417
       2003                 451
       2004                 488
       2005                 527
    Thereafter           17,694
                        $19,952



<PAGE>


Note G - Income Taxes

No provision for income taxes is made in the consolidated  financial  statements
of the Partnership. Taxable income or loss of the Partnership is reported in the
income tax returns of its partners.

The  following is a  reconciliation  of reported  net income  (loss) and Federal
taxable loss (in thousands, except per unit data):

                                                       2000        1999
Net income (loss) - financial statements              $ 3,796    $   (38)
Differences resulted from:
   Depreciation and amortization                         (328)       (25)
   Other                                                   58        (62)
Net income (loss) - income tax method                 $ 3,526    $  (125)

Taxable loss per limited partnership unit
   outstanding after giving effect to the
   allocation to the general partner                             $ (4.86)


The following is a reconciliation between the Partnership's reported amounts and
Federal tax basis of net assets and liabilities (in thousands):

Net assets as reported                                $ 2,035
Land and buildings                                        131
Accumulated depreciation                               (5,249)
Other                                                    (797)
Net liabilities - Federal tax basis                   $(3,880)

Note H - Real Estate and Accumulated Depreciation

<TABLE>
<CAPTION>

                                                  Initial Cost
                                                 To Partnership
                                                 (in thousands)

                                                        Buildings          Cost
                                                       And Related     Capitalized
                                                         Personal     Subsequent to
Description                  Encumbrances      Land      Property      Acquisition
                            (in thousands)                            (in thousands)

<S>                            <C>            <C>        <C>             <C>
Ashton Ridge Apartments        $ 6,070        $ 690      $ 8,988         $ 3,703
Stratford Place
  Apartments                     8,888         1,368      11,978           2,485
Stratford Village
  Apartments                     4,994           333       7,918           1,150
          Totals               $19,952       $ 2,391     $28,884         $ 7,338

</TABLE>

                    Gross Amount At Which Carried
                        At December 31, 2000
                           (in thousands)
<TABLE>
<CAPTION>

                              Buildings
                                 And
                              Personal             Accumulated     Date    Depreciable
Description           Land    Property    Total    Depreciation  Acquired   Life-Years
                                                  (in thousands)

Ashton Ridge
<S>                  <C>       <C>       <C>         <C>           <C>         <C>
  Apartments         $  690    $12,691   $13,381     $ 7,271       12/84       5-25
Stratford Place
  Apartments          1,368     14,463    15,831       8,346       12/85       5-25
Stratford Village
  Apartments            333      9,068     9,401       5,288       02/86       5-25
      Totals        $ 2,391    $36,222   $38,613     $20,905
</TABLE>


Reconciliation of Real Estate and Accumulated Depreciation:


                                            Years Ended December 31,
                                              2000             1999
                                                 (in thousands)
Real Estate
Balance at beginning of year               $46,656          $44,801
   Property improvements                     1,110            1,888
   Property dispositions                    (9,153)             (33)
Balance at end of year                     $38,613          $46,656

Accumulated Depreciation
Balance at beginning of year               $25,403          $23,407
   Additions charged to expense              2,034            2,015
   Property dispositions                    (6,532)             (19)
Balance at end of year                     $20,905          $25,403

The  aggregate  cost of the real  estate  for  Federal  income tax  purposes  at
December  31,  2000  and  1999 is  approximately  $38,744,000  and  $47,785,000,
respectively.  Accumulated  depreciation  for  Federal  income tax  purposes  at
December  31,  2000 and  1999,  is  approximately  $26,155,000  and  $30,192,000
respectively.



<PAGE>


Note I - Distributions

During the year ended December 31, 2000, the Partnership  paid a distribution to
the limited  partners from  operations  of  approximately  $490,000  ($21.18 per
limited  partnership  unit) which had been  declared and accrued at December 31,
1999. In addition,  the Partnership  declared and paid cash distributions to the
limited partners from operations of  approximately  $878,000 ($37.95 per limited
partnership  unit).  The  Partnership  also declared and paid a distribution  of
approximately $3,700,000 ($159.90 per limited partnership unit) from the sale of
Sunflower Apartments during the year ended December 31, 2000.  Subsequent to the
year ended December 31, 2000,  the  Partnership  paid a distribution  all to the
limited partners of approximately  $2,340,000  ($101.13 per limited  partnership
unit) from the refinancing proceeds of Ashton Ridge Apartments.  In addition, an
operating distribution of approximately $745,000  (approximately $671,000 to the
limited  partners  or  $29.00  per  limited  partnership  unit)  was paid to the
partners.

Note J - Legal Proceedings

The Partnership is unaware of any pending or outstanding  litigation that is not
of a routine nature arising in the ordinary course of business.


<PAGE>




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

Effective  December 8, 1999,  the  Registrant  dismissed  its prior  Independent
Auditors,  Imowitz  Koenig  & Co.,  LLP  ("Imowitz")  and  retained  as its  new
Independent  Auditors,  Arthur  Andersen LLP.  Imowitz's  Independent  Auditors'
Report on the  Registrant's  financial  statements  for the calendar  year ended
December 31, 1998 did not contain an adverse opinion or a disclaimer of opinion,
and was not qualified or modified as to  uncertainty,  audit scope or accounting
principles.  The  decision to change  Independent  Auditors  was approved by the
Managing General  Partner's  directors.  During the calendar year ended 1998 and
through December 8, 1999, there were no disagreements between the Registrant and
Imowitz on any matter of accounting principles or practices, financial statement
disclosure,  or auditing scope of procedure which  disagreements if not resolved
to the  satisfaction  of Imowitz,  would have caused it to make reference to the
subject matter of the disagreements in connection with its reports.

Effective  December 8, 1999, the Registrant  engaged Arthur  Andersen LLP as its
Independent Auditors. During the last two calendar years and through December 8,
1999, the  Registrant  did not consult Arthur  Andersen LLP regarding any of the
matters or events set forth in Item 304 (a)(2)(i) and (ii) of Regulation S-B.


<PAGE>


                                    PART III


Item 9. Directors,   Executive   Officers,   Promoters   and  Control   Persons,
        Compliance with Section 16(a) of the Exchange Act.

Winthrop  Growth  Investors  1  Limited   Partnership   (the   "Partnership"  or
"Registrant") has no officers or directors.  Two Winthrop Properties,  Inc. (the
"Managing  General  Partner")  manages  and  controls  substantially  all of the
Partnership's  affairs and has general  responsibility and ultimate authority in
all matters affecting its business.

As of December 31, 2000,  the names of the directors  and executive  officers of
the Managing  General Partner their ages and the nature of all positions held by
each of them, are as follows:

        Name            Age    Position

Patrick J. Foye         43     Vice President - Residential and Director

Martha L. Long          41     Senior Vice President and Controller-Residential

Michael L. Ashner       48     Chief Executive Officer and Director

Peter Braverman         49     Executive Vice President and Director

Patrick J. Foye has been  Executive  Vice President and Director of the Managing
General  Partner  since October 1, 1998.  Mr. Foye has served as Executive  Vice
President of Apartment  Investment and Management  Company  ("AIMCO")  since May
1998. Prior to joining AIMCO, Mr. Foye was a partner in the law firm of Skadden,
Arps,  Slate,  Meagher & Flom LLP from 1989 to 1998 and was Managing  Partner of
the firm's  Brussels,  Budapest and Moscow  offices from 1992 through 1994.  Mr.
Foye is also Deputy  Chairman of the Long Island Power Authority and serves as a
member of the New York State  Privatization  Council.  He  received a B.A.  from
Fordham College and a J.D. from Fordham University Law School.

Martha L. Long has been Senior Vice  President  and  Controller  of the Managing
General  Partner since October 1998 as a result of the  acquisition  of Insignia
Financial  Group,  Inc. As of February 2001, Ms. Long was also appointed head of
the service  business for AIMCO.  From June 1994 until January 1997, she was the
Controller for Insignia, and was promoted to Senior Vice President - Finance and
Controller in January 1997,  retaining that title until October 1998.  From 1988
to June 1994,  Ms. Long was Senior Vice  President and  Controller for The First
Savings Bank, FSB in Greenville, South Carolina.

Michael L. Ashner has been the Chief  Executive  Officer of  Winthrop  Financial
Associates, A Limited Partnership ("WFA") and the Managing General Partner since
January 15, 1996.  From June 1994 until January 1996, Mr. Ashner was a Director,
President and Co-chairman of National  Property  Investors,  Inc., a real estate
investment company ("NPI"). Mr. Ashner was also a Director and executive officer
of NPI Property Management  Corporation ("NPI Management") from April 1984 until
January  1996. In addition,  since 1981 Mr. Ashner has been  President of Exeter
Capital  Corporation,  a firm which has organized and  administered  real estate
limited partnerships.

Peter  Braverman  has  been a Vice  President  of WFA and the  Managing  General
Partner since January 1996. From June 1995 until January 1996, Mr. Braverman was
a Vice President of NPI and NPI Management. From June 1991 until March 1994, Mr.
Braverman  was  President  of  the  Braverman  Group,  a  firm  specializing  in
management consulting for the real estate and construction industries. From 1988
to 1991, Mr. Braverman was a Vice President and Assistant Secretary of Fischbach
Corporation, a publicly traded, international real estate and construction firm.

One or more of the above persons are also directors and/or officers of a general
partner (or general partner of a general partner) of limited  partnerships which
either have a class of  securities  registered  pursuant to Section 12(g) of the
Securities Exchange Act of 1934, or are subject to the reporting requirements of
Section  15(d) of such Act:  Further,  one or more of the above persons are also
directors and/or officers of Apartment Investment and Management Company and the
general  partner  of  AIMCO  Properties,  L.P.,  entities  that  have a class of
securities  registered  pursuant to Section 12(g) of the Securities Exchange Act
of 1934, or are subject to the reporting  requirements of Section 15 (d) of such
Act.

The executive  officers and director of the Managing General Partner fulfill the
obligations  of the Audit  Committee  and  oversee the  Partnership's  financial
reporting process on behalf of the Managing General Partner.  Management has the
primary  responsibility  for the financial  statements and the reporting process
including  the  systems  of  internal  controls.  In  fulfilling  its  oversight
responsibilities,  the executive  officers and director of the Managing  General
Partner reviewed the audited  financial  statements with management  including a
discussion  of the  quality,  not  just  the  acceptability,  of the  accounting
principles,  the  reasonableness  of significant  judgments,  and the clarity of
disclosures in the financial statements.

The executive  officers and director of the Managing  General  Partner  reviewed
with the independent auditors,  who are responsible for expressing an opinion on
the conformity of those audited  financial  statements  with generally  accepted
accounting  principles,  their  judgments  as  to  the  quality,  not  just  the
acceptability, of the Partnership's accounting principles and such other matters
as are required to be discussed with the Audit Committee or its equivalent under
generally  accepted  auditing  standards.   In  addition,  the  Partnership  has
discussed  with  the  independent  auditors  the  auditors'   independence  from
management and the Partnership  including the matters in the written disclosures
required by the Independence Standards Board and considered the compatibility of
non-audit services with the auditors' independence.

The executive  officers and director of the Managing  General Partner  discussed
with the  Partnership's  independent  auditors  the overall  scope and plans for
their audit. In reliance on the reviews and discussions  referred to above,  the
executive officers and director of the Managing General Partner has approved the
inclusion of the audited  financial  statements  in the Form 10-KSB for the year
ended December 31, 2000 for filing with the Securities and Exchange Commission.

The Managing General Partner has reappointed  Arthur Andersen LLP as independent
auditors to audit the financial  statements of the  Partnership  for the current
fiscal  year.  Fees for the last fiscal  year were  annual  audit of $27,000 and
non-audit services (principally tax-related) of $11,200.

Item 10.    Executive Compensation

The Partnership did not pay any remuneration to the officers or directors of the
Managing General Partner during the year ended December 31, 2000.

Item 11.    Security Ownership of Certain Beneficial Owners and Management

Except as noted below, no person or entity was known by the Registrant to be the
beneficial  owner  of  more  than 5% of the  Limited  Partnership  Units  of the
Registrant as of December 31, 2000.

Entity                               Number of Units       Percentage

Insignia Financial Group, Inc.           4,872.34            21.06%
  (an affiliate of AIMCO)
AIMCO Properties LP                      3,820.91            16.51%
  (an affiliate of AIMCO)

Insignia Financial Group, Inc. is indirectly ultimately controlled by AIMCO. Its
business address is 55 Beattie Place, Greenville, SC 29602.

AIMCO Properties LP is indirectly  ultimately  controlled by AIMCO. Its business
address is 2000 South Colorado Boulevard, Denver, Colorado 80222.

No director or officer of the  Managing  General  Partner  owns any Units of the
Partnership of record or beneficially.

Item 12.    Certain Relationships and Related Transactions

The  Partnership  has no employees  and is  dependent  on the  Managing  General
Partner  and  its  affiliates  for  the  management  and  administration  of all
partnership activities.  The Partnership Agreement provides for certain payments
to affiliates for services and as reimbursement of certain expenses  incurred by
affiliates on behalf of the Partnership. The following payments were made to the
Managing General Partner and affiliates during the years ended December 31, 2000
and 1999:

                                                     2000       1999
                                                     (in thousands)
Property management fees                             $410       $383
Reimbursement for services of affiliates              250        162

During the years ended  December 31, 2000 and 1999,  affiliates  of the Managing
General  Partner,  were  entitled  to 5% of  gross  receipts  from  all  of  the
Partnership's  investment  properties as  compensation  for  providing  property
management  services.  The  Partnership  paid to such  affiliates  approximately
$410,000  and  $383,000  during  the years  ended  December  31,  2000 and 1999,
respectively.

An  affiliate  of  the  Managing  General  Partner  received  reimbursements  of
accountable  administrative  expenses  amounting to  approximately  $250,000 and
$162,000 for the years ended December 31, 2000 and 1999, respectively.

In addition to its indirect  ownership of the Managing  General Partner interest
in the Partnership,  AIMCO and its affiliates owned 8,693.25 limited partnership
units in the Partnership  representing  approximately  37.57% of the outstanding
units at December 31,  2000. A number of these units were  acquired in the First
Winthrop  transaction  and  pursuant  to  tender  offers  made by  AIMCO  or its
affiliates.  It is possible that AIMCO or its affiliates will acquire additional
limited  partnership  interests in the  Partnership  for cash or in exchange for
units in the operating  partnership of AIMCO either through private purchases or
tender offers.  In this regard,  on February 5, 2001,  AIMCO  Properties,  L.P.,
commenced a tender offer to acquire all of the Units not owned by  affiliates of
AIMCO for a purchase  price of $496.00 per Unit which price was higher than that
being  offered in a  competing  offer by a third  party.  Pursuant to this offer
AIMCO acquired an additional 352 units  resulting in its total  ownership  being
increased to 9,045.25 units or 39.09% of the total outstanding  units. Under the
Partnership Agreement,  unitholders holding a majority of the Units are entitled
to take action with respect to a variety of matters, which would include without
limitation, voting on certain amendments to the Partnership Agreement and voting
to remove the Managing General Partner.  When voting on matters,  AIMCO would in
all likelihood vote the Units it acquired in a manner  favorable to the interest
of the Managing  General Partner because of their  affiliation with the Managing
General Partner.


<PAGE>


Item 13.    Exhibits and Reports on Form 8-K

      (a)   Exhibits:

            The Exhibits listed on the accompanying  Index to Exhibits are filed
            as part of this Annual Report and incorporated in this Annual Report
            as set forth in said index.

      (b)   Reports on Form 8-K filed during the fourth quarter of calendar year
            2000:

            Current  Report  on Form 8-K  dated  December  6,  2000 and filed on
            December  19,  2000  in  connection   with  the  sale  of  Sunflower
            Apartments on December 6, 2000.

            Current  Report on Form 8-K  dated  December  22,  2000 and filed on
            January  31, 2001 in  connection  with the  refinancing  of the debt
            encumbering Ashton Ridge Apartments.


<PAGE>


                                   SIGNATURES



In accordance with the  requirements of the Exchange Act, the registrant  caused
this  report to be  signed on its  behalf  by the  undersigned,  thereunto  duly
authorized.


                                 WINTHROP GROWTH INVESTORS 1 LIMITED PARTNERSHIP


                                    By:   Two Winthrop Properties, Inc.
                                          Managing General Partner


                                    By:   /s/Patrick J. Foye
                                          Patrick J. Foye
                                          Vice President - Residential


                                    By:   /s/Martha L. Long
                                          Martha L. Long
                                          Vice President and
                                          Controller - Residential


                                    Date: March 28, 2001


In  accordance  with the Exchange  Act, this report has been signed below by the
following  persons on behalf by the  registrant and in the capacities and on the
date indicated.


/s/Patrick J. Foye      Vice President - Residential        Date: March 28, 2001
Patrick J. Foye         and Director


/s/Martha L. Long       Vice President and                  Date: March 28, 2001
Martha L. Long          Controller - Residential



<PAGE>


                  WINTHROP GROWTH INVESTORS 1 LIMITED PARTNERSHIP

                                  Exhibit Index


Exhibit Number    Description of Exhibit

      2.1         Agreement and Plan of Merger,  dated as of October 1, 1998, by
                  and between  AIMCO and IPT;  incorporated  by reference to the
                  Registrant's  Current  Report on Form 8-K,  dated  October  1,
                  1998.

      3           Amended  and  Restated  agreement  of Limited  Partnership  of
                  Winthrop Growth  Investors I Limited  Partnership  dated as of
                  May 11, 1984.

      3(a)        Amendment  to Amended  and  Restated   Agreement   of  Limited
                  Partnership dated August 23, 1995.

      10 (a)      Documents related to Sunflower Apartments property

      10 (b)      Documents relating to Meadow  Wood   Apartments   property  in
                  Jacksonville, Florida

      10 (c)      Documents relating to Stratford Village Apartments property in
                  Montgomery, Alabama

      10 (d)      Amendment  Number One to the Joint Venture  Agreement  of DEK
                  Associates Joint Venture, dated October 7, 1988 (Sunflower)

      10 (e)      Meadow Wood Winthrop Associates Limited Partnership
                  Certificate and Agreement filed on December 1, 1988

      10 (f)      Management Agreement between Winthrop Management and Meadow
                  Wood dated February 1, 1990

      10 (g)      Management Agreement between Stratford  Place  and  Winthrop
                  Management dated January 1, 1990

      10 (h)      Management Agreement between Sunflower and Winthrop Management
                  dated April 1, 1990

      16 (i)      Letter dated September 19, 1996 from Arthur Andersen LLP

      16.1        (i) Letter dated December 14, 1999, from Imowitz Koenig & Co.,
                  LLP regarding its concurrence  with the statements made by the
                  Registrant.

      17          Purchase and Sale Contract between Registrant and Breunig
                  Realty Group, Inc. for sale of Sunflower Apartments effective
                  December 3, 2000

      17.1        First Addendum to Purchase and Sale Contract

      17.2        Second Addendum to Purchase and Sale Contract

      17.3        Third Addendum to Purchase and Sale Contract

      17.4        Fourth Addendum to Purchase and Sale Contract

      17.5        Fifth Addendum to Purchase and Sale Contract


      18          Multifamily Mortgage, assignment of rents, and security
                  agreement for refinancing of Meadow Wood Apartments

      18.1        Financing Statement - Exhibit B for Meadow Wood Associates

      18.2        Multifamily Note - Exhibit C for Meadow Wood Associates

      18.3        Limited Guaranty - Meadow Wood Associates

      18.4        Consolidation, Extension and Modification Agreement - Meadow
                  Wood Associates

      18.5        Replacement Reserve Agreement

      99          Supplementary  information required pursuant to Section 9.4 of
                  the Partnership Agreement.

      (a)         Filed as an exhibit to the Registrant's Registration Statement
                  on Form S-11, File No. 2-84760, and incorporated herein by
                  reference.

      (b)         Files as an exhibit to the Registrant's Current Report on Form
                  8-K  dated  March  17,  1986,  and   incorporated   herein  by
                  reference.

      (c)         Filed as an exhibit to the Registrant's  Annual Report on Form
                  8-K for the year ended  December  31, 1989,  and  incorporated
                  here in by reference.

      (d)         Filed as an exhibit to the Registrant's Current Report on Form
                  8-K filed on September  6, 1995,  and  incorporated  herein by
                  reference.

      (e)         Filed as an exhibit to the Registrant's  Annual Report on Form
                  10-K for the year ended  December 31, 1994,  and  incorporated
                  here in by reference.

      (f)         Filed as an exhibit to the Registrant's  Annual Report on Form
                  10-K for the year ended  December 31, 1995,  and  incorporated
                  herein by reference.

      (g)         Filed as an exhibit to the Registrant's Current Report on Form
                  8-K dated  September  19,  1996,  and  incorporated  herein by
                  reference.

      (h)         Filed as an exhibit to the Registrant's  Annual Report on Form
                  10-KSB for the year ended December 31, 1998, and  incorporated
                  herein by reference.

      (i)         Filed as an exhibit to the Registrant's Current Report on Form
                  8-K  dated  December  10,  1999,  and  incorporated  herein by
                  reference.



<PAGE>



                                   Exhibit 99


Supplementary Information Required Pursuant to  Section  9.4 of the  Partnership
Agreement (Unaudited)

1.    Statement of Cash Available for Distribution:


                                     Three Months Ended       Year Ended
                                      December 31, 2000    December 31, 2000
                                                 (in thousands)

Net income                                  $3,633              $ 3,796
Add:
   Amortization expense                         30                  117
   Depreciation expense                        447                2,034
Less cash to reserves                         (410)              (1,369)

Cash available for distribution            $ 3,700              $ 4,578
Distributions allocated to
   limited partners                        $ 3,700              $ 4,578

2.    Fees and other  compensation  paid or  accrued by the  Partnership  to the
      general partners, or their affiliates,  during the year ended December 31,
      2000:

    Entity Receiving                       Form of
      Compensation                       Compensation                     Amount

General Partners         Interest in Cash Available for Distribution       $  --

Affiliates of the        Property Management Fee                           $ 410
Managing General
Partner

Affiliates of the        Reimbursement for Services                        $ 250
Managing General
Partner