`UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB

(Mark One)

    X       QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
            SECURITIES EXCHANGE ACT OF 1934

                  For the quarterly period ended June 30, 2004

                                       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 0-10272


            Winthrop Residential Associates I, A Limited Partnership
            --------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)

                 Maryland                              04-2720493
-----------------------------------------  -------------------------------------
     (State or other jurisdiction of       (I.R.S. Employer Identification No.)
       incorporation or organization)


 7 Bulfinch Place, Suite 500, Boston, MA               02114-9507
-----------------------------------------  -------------------------------------
 (Address of principal executive office)               (Zip Code)


Registrant's telephone number, including area code         (617) 570-4600
                                                    ----------------------------


Indicate by check mark whether 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 such filing
requirements for the past 90 days.    Yes   X       No
                                          -----        -----

                                     1 of 17





            WINTHROP RESIDENTIAL ASSOCIATES I, A LIMITED PARTNERSHIP
                            FORM 10-QSB JUNE 30, 2004

                         PART 1 - FINANCIAL INFORMATION


ITEM 1. FINANCIAL STATEMENTS.

BALANCE SHEETS

(IN THOUSANDS, EXCEPT UNIT DATA)



                                                      JUNE 30, 2004         DECEMBER 31,
                                                       (Unaudited)             2003
                                                     --------------       --------------

Assets

Cash and cash equivalents                            $         416        $         462
                                                     --------------       --------------

       Total Assets                                  $         416        $         462
                                                     ==============       ==============

Liabilities and Partners' Capital

Liabilities:

Accrued expenses                                     $          10        $          13
                                                     --------------       --------------

       Total Liabilities                                        10                   13
                                                     --------------       --------------

Partners' Capital:

Limited Partners -
       Units of Limited Partnership Interest,
       $1,000 stated value per unit; 25,676
       units authorized; 25,595 units issued
       and outstanding                                       1,503                1,544
General Partners' deficit                                   (1,097)              (1,095)
                                                     --------------       --------------

       Total Partners' Capital                                 406                  449
                                                     --------------       --------------

       Total Liabilities and Partners' Capital       $         416        $         462
                                                     ==============       ==============


                        See notes to financial statements.


                                    2 of 17


            WINTHROP RESIDENTIAL ASSOCIATES I, A LIMITED PARTNERSHIP
                            FORM 10-QSB JUNE 30, 2004

STATEMENTS OF OPERATIONS (UNAUDITED)

(IN THOUSANDS, EXCEPT UNIT DATA)



                                                  FOR THE THREE MONTHS ENDED             FOR THE SIX MONTHS ENDED
                                                  JUNE 30,           JUNE 30,            JUNE 30,          JUNE 30,
                                                    2004               2003                2004              2003
                                              ----------------   ----------------    ----------------  ---------------

Income:

     Income from Local Limited Partnership
       cash distributions                     $             -    $             -      $            -   $            4
     Interest                                               1                  1                   2                2
                                              ----------------   ----------------    ----------------  ---------------

         Total  income                                      1                  1                   2                6
                                              ----------------   ----------------    ----------------  ---------------
Expenses:

     General and administrative                            24                 32                  45               65
                                              ----------------   ----------------    ----------------  ---------------

         Total expenses                                    24                 32                  45               65
                                              ----------------   ----------------    ----------------  ---------------

Net loss                                      $           (23)   $           (31)     $          (43)  $          (59)
                                              ================   ================    ================  ===============

Net loss allocated to General Partners        $            (1)   $            (2)     $           (2)  $           (3)
                                              ================   ================    ================  ===============

Net loss allocated to Limited Partners        $           (22)   $           (29)     $          (41)  $          (56)
                                              ================   ================    ================  ===============

Net loss per Unit of Limited
   Partnership Interest                       $         (0.86)   $         (1.14)     $        (1.60)  $        (2.19)
                                              ================   ================    ================  ===============

Distributions per Unit of Limited
   Partnership Interest                       $             -    $          0.94      $            -   $         0.94
                                              ================   ================    ================  ===============


                        See notes to financial statements.


                                    3 of 17


            WINTHROP RESIDENTIAL ASSOCIATES I, A LIMITED PARTNERSHIP
                            FORM 10-QSB JUNE 30, 2004


STATEMENT OF PARTNERS' CAPITAL (UNAUDITED)

(IN THOUSANDS, EXCEPT UNIT DATA)




                                    UNITS OF
                                    LIMITED            LIMITED            GENERAL            TOTAL
                                  PARTNERSHIP         PARTNERS'          PARTNERS'         PARTNERS'
                                    INTEREST           CAPITAL            DEFICIT           CAPITAL
                                -----------------  -----------------  ----------------  ----------------


Balance - January 1, 2004                 25,595   $          1,544   $        (1,095)  $           449

     Net loss                                  -                (41)               (2)              (43)
                                -----------------  -----------------  ----------------  ----------------

Balance - June 30, 2004                   25,595   $          1,503   $        (1,097)  $           406
                                =================  =================  ================  ================


                        See notes to financial statements.


                                    4 of 17


            WINTHROP RESIDENTIAL ASSOCIATES I, A LIMITED PARTNERSHIP
                            FORM 10-QSB JUNE 30, 2004


STATEMENTS OF CASH FLOWS (UNAUDITED)

(IN THOUSANDS)



                                                                               FOR THE SIX MONTHS ENDED
                                                                           JUNE 30,                 JUNE 30,
                                                                             2004                     2003
                                                                     ---------------------    ---------------------

Cash Flows From Operating Activities:

Net loss                                                             $                (43)    $                (59)
Adjustments to reconcile net loss to net cash
  used in operating activities:
       Income from Local Limited Partnership cash distributions                         -                       (4)
Changes in liabilities:
       Decrease in accrued expenses                                                    (3)                      (5)
                                                                     ---------------------    ---------------------

         Cash used in operating activities                                            (46)                     (68)
                                                                     ---------------------    ---------------------

Cash Flows From Investing Activities:

Distributions received from Local Limited Partnership                                   -                        4
                                                                     ---------------------    ---------------------

         Cash provided by investing activities                                          -                        4
                                                                     ---------------------    ---------------------

Cash Flows From Financing Activities:

Distributions to partners                                                               -                      (24)
                                                                     ---------------------    ---------------------

         Cash used in financing activities                                              -                      (24)
                                                                     ---------------------    ---------------------

Net decrease in cash and cash equivalents                                             (46)                     (88)

Cash and cash equivalents, beginning of period                                        462                      598
                                                                     ---------------------    ---------------------

Cash and cash equivalents, end of period                             $                416     $                510
                                                                     =====================    =====================



                        See notes to financial statements.


                                    5 of 17



            WINTHROP RESIDENTIAL ASSOCIATES I, A LIMITED PARTNERSHIP
                            FORM 10-QSB JUNE 30, 2004

                          NOTES TO FINANCIAL STATEMENTS


1.   GENERAL

     The accompanying financial statements, footnotes and discussions should be
     read in conjunction with the financial statements, related footnotes and
     discussions contained in the Partnership's Annual Report on Form 10-KSB for
     the year ended December 31, 2003.

     The financial information contained herein is unaudited. In the opinion of
     management, all adjustments necessary for a fair presentation of such
     financial information have been included. All adjustments are of a normal
     recurring nature. The balance sheet at December 31, 2003 was derived from
     audited financial statements at such date.

     The results of operations for the six months ended June 30, 2004 and 2003
     are not necessarily indicative of the results to be expected for the full
     year.



                                    6 of 17




            WINTHROP RESIDENTIAL ASSOCIATES I, A LIMITED PARTNERSHIP
                            FORM 10-QSB JUNE 30, 2004


ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

          The matters discussed in this Form 10-QSB 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-QSB and the other filings with the Securities and Exchange
          Commission made by the Partnership from time to time. The discussion
          of the Partnership's liquidity, capital resources and results of
          operations, including forward-looking statements pertaining to such
          matters, does not take into account the effects of any changes to the
          Partnership's operations. 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 financial statements
          and other items contained elsewhere in the report.

          Liquidity and Capital Resources

          As of June 30, 2004, the Partnership retained an equity interest in
          three Local Limited Partnerships, each of which owns one apartment
          complex. One property is located in Michigan and two properties are
          located in North Carolina.

          The level of liquidity based on cash and cash equivalents experienced
          a $46,000 decrease for the six months ended June 30, 2004, as compared
          to December 31, 2003, as a result of $46,000 of cash used in operating
          activities. At June 30, 2004 the Partnership had $416,000 in cash and
          cash equivalents, which have been invested primarily in repurchase
          agreements and a money market account.

          The Partnership's primary source of income is distributions from the
          Local Limited Partnerships. The Partnership requires cash to pay
          general and administrative expenses and to make capital contributions
          to any of the Local Limited Partnerships which the managing general
          partner deems to be in the Partnership's best interest to preserve its
          ownership interest. To date, all cash requirements have been satisfied
          by interest income, cash distributed by the Local Limited Partnerships
          to the Partnership or by loans. The Partnership did not make cash
          distributions to its partners during the six months ended June 30,
          2004.

          The Partnership does not intend to make advances to fund future
          operating deficits incurred by any Local Limited Partnership, but
          retains its prerogative to exercise business judgment to reverse this
          position if circumstances change. Moreover, the Partnership is not
          obligated to provide any additional funds to the Local Limited
          Partnerships to fund operating deficits. If a Local Limited
          Partnership sustains continuing operating deficits and has no other
          sources of funding, it is likely that it will eventually default on
          its mortgage obligations and risk a foreclosure on its property by the
          lender. If a foreclosure were to occur, the Local Limited Partnership
          would lose its investment in the property and would incur a tax
          liability due to the recapture of tax benefits taken in prior years.
          The Partnership, as an owner of the Local Limited Partnership, would
          share these consequences in proportion to its ownership interest in
          the Local Limited Partnership.

          None of the recently issued accounting standards had any effect on the
          Partnership's financial statements.


                                    7 of 17



            WINTHROP RESIDENTIAL ASSOCIATES I, A LIMITED PARTNERSHIP
                            FORM 10-QSB JUNE 30, 2004


ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION (CONTINUED)

          Results of Operations

          The Partnership's net loss decreased by $16,000 to a net loss of
          $43,000 for the six months ended June 30, 2004, as compared to a net
          loss of $59,000 for the comparable period in 2003, due to a decrease
          in expenses of $20,000 which was partially offset by a decrease in
          income of $4,000.

          Income decreased due to a $4,000 decrease in cash distributions
          received from Local Limited Partnerships. Expenses decreased due to a
          decrease in various general and administrative expenses of $20,000.

          Quantitative and Qualitative Disclosures of Market Risk

          The Partnership does not have any financial instruments that would
          expose it to market risk associated with the risk of loss arising from
          adverse changes in market rates and prices.

ITEM 3.   CONTROLS AND PROCEDURES

          The Partnership's management, with the participation of the
          Partnership's Chief Executive Officer and Chief Financial Officer, has
          evaluated the effectiveness of the Partnership's disclosure controls
          and procedures (as such term is defined in Rule 13a-15(e) under the
          Securities Exchange Act of 1934, as amended) as of the end of the
          period covered by this report. Based on such evaluation, the
          Partnership's Chief Executive Officer and Chief Financial Officer have
          concluded that, as of the end of such period, the Partnership's
          disclosure controls and procedures are effective.

          There have not been any changes in the Partnership's internal control
          over financial reporting (as defined in Rule 13a-15(f) under the
          Securities Exchange Act of 1934, as amended) during the fiscal quarter
          to which this report relates that have materially affected, or are
          reasonably likely to materially affect, the Partnership's internal
          control over financial reporting.


                                    8 of 17



            WINTHROP RESIDENTIAL ASSOCIATES I, A LIMITED PARTNERSHIP
                            FORM 10-QSB JUNE 30, 2004


PART II - OTHER INFORMATION


ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K.


          (a)  Exhibits:

               Exhibits required by Item 601 of Regulation S-B are filed
               herewith and are listed in the attached Exhibit Index.


          (b)  Reports on Form 8-K:

               No reports on Form 8-K were filed during the period ended June
               30, 2004.




                                    9 of 17



            WINTHROP RESIDENTIAL ASSOCIATES I, A LIMITED PARTNERSHIP
                            FORM 10-QSB JUNE 30, 2004


                                   SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.





                                              WINTHROP RESIDENTIAL ASSOCIATES I,
                                              A LIMITED PARTNERSHIP

                                              BY: ONE WINTHROP PROPERTIES, INC.
                                                  Managing General Partner




                                                  BY: /s/ Michael L. Ashner
                                                      --------------------------
                                                      Michael L. Ashner
                                                      Chief Executive Officer



                                                  BY: /s/ Thomas C. Staples
                                                      --------------------------
                                                      Thomas C. Staples
                                                      Chief Financial Officer

                                                      Dated: August 12, 2004



                                    10 of 17


            WINTHROP RESIDENTIAL ASSOCIATES I, A LIMITED PARTNERSHIP
                            FORM 10-QSB JUNE 30, 2004


EXHIBIT INDEX


Exhibit                                                                 Page No.
-------                                                                 --------

31.1     Chief Executive Officer's Certification, pursuant to
         Section 302 of the Sarbanes-Oxley Act of 2002.                  12 - 13

31.2     Chief Financial Officer's Certification, pursuant to
         Section 302 of the Sarbanes-Oxley Act of 2002.                  14 - 15

32       Certification of Chief Executive Officer and Chief
         Financial Officer, pursuant to 18 U.S.C. Section 1350,
         as adopted pursuant to Section 906 of the Sarbanes-Oxley
         Act of 2002.                                                      16

99       Supplementary Information Required Pursuant to Section
         9.4 of the Partnership Agreement.                                 17


                                    11 of 17`