<PAGE>
 
                       SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C.  20549
                                   FORM 10-K
                                        
(Mark One)


[X]  Annual report pursuant to Section 13 or 15(d) of the Securities Exchange
     Act of 1934 [Fee Required]


For the fiscal year ended      December 31, 1997 or
                         -------------------------------------------------------


[ ]  Transition report pursuant to Section 13 or 15 (d) of the Securities
     Exchange Act of 1934 [No Fee Required]

For the transition period from                    to
                               ------------------------------------------------
Commission file number                         0-23719
                         ------------------------------------------------------

                                   Wells Real Estate Fund X, L.P.
-------------------------------------------------------------------------------
                       (Exact name of registrant as specified in its charter)
<TABLE>
<CAPTION>
 
 
<S>                                                             <C>
     Georgia                                            58-2250093
---------------------------------       ---------------------------------------
(State or other jurisdiction of         I.R.S. Employer Identification Number)
incorporation or organization)
 
3885 Holcomb Bridge Road
Norcross, Georgia                                           30092
----------------------------------      ---------------------------------------
(Address of principal executive offices)                  (Zip Code)
 
Registrant's telephone number, including area code        (770) 449-7800
                                                    ----------------------------
Securities registered pursuant to Section 12 (b) of the Act:
</TABLE>


       Title of each class        Name of exchange on which registered 
-----------------------------     ------------------------------------  
            NONE                                      NONE
-----------------------------     ------------------------------------        

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

                                     NONE
--------------------------------------------------------------------------------
                               (Title of Class)
                                     NONE
------------------------------------------------------------------------------- 
                               (Title of Class)


     Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.

Yes  X    No
     --      

Aggregate market value of the voting stock held by non-affiliates:    Not
                                                                      ---
Applicable
----------
<PAGE>
 
                                     PART I
                                     ------
                                        

ITEM  1.  BUSINESS
------------------

GENERAL

Wells Real Estate Fund X, L.P. (the "Partnership") is a Georgia public limited
partnership having Leo F. Wells, III and Wells Partners, L.P., a Georgia non-
public limited partnership, as General Partners.  The Partnership was formed on
June 20, 1996, for the purpose of acquiring, developing, constructing, owning,
operating, improving, leasing and otherwise managing for investment purposes
income-producing commercial or industrial properties.


On December 31, 1996, the Partnership commenced a public offering of up to
$35,000,000 of  limited partnership units ($10.00 per unit) pursuant to a
Registration Statement filed on Form S-11 under the Securities Act of 1933.  The
Partnership commenced active operations on February 4, 1997, when it received
and accepted subscriptions for 125,000 units.  An aggregate requirement of
$2,500,000 of offering proceeds was reached on February 25, 1997, thus allowing
for the admission of New York and Pennsylvania investors in the Partnership.
The offering was terminated on December 30, 1997, at which time the Partnership
had sold 2,116,099 Class A Status Units, and 596,792 Class B Status Units, held
by a total of 1,588 and 218 Limited Partners respectively, for total Limited
Partner capital contributions of $27,128,912.  After payment of $1,085,157 in
Acquisition and Advisory Fees and expenses, payment of $4,069,338 in selling
commissions and organization and offering expenses, $650,000 escrow contribution
on behalf of the Fund IX - Fund X Joint Venture and an investment of $3,500,000
in the  Fund IX - Fund X Joint Venture as of December 31, 1997, the Partnership
was holding net offering proceeds of $17,824,417 available for investment in
properties.

EMPLOYEES

The Partnership has no direct employees.  The employees of Wells Capital, Inc.,
the sole general partner of Wells Partners, L.P., a General Partner of the
Partnership, perform a full range of real estate services including leasing and
property management, accounting, asset management and investor relations for the
Partnership.  See Item 11 "Compensation of General Partners and Affiliates," for
a summary of the fees paid to the General Partners and their affiliates during
the fiscal year ended December 31, 1997.

INSURANCE

Wells Management Company, Inc., an affiliate of the General Partners, carries
comprehensive liability and extended coverage with respect to all the properties
owned directly or indirectly by the Partnership.  In the opinion of management
of the registrant, the properties are adequately insured.

                                       2
<PAGE>
 
COMPETITION

The Partnership will experience competition for tenants from owners and managers
of competing projects which may include the General Partners and their
affiliates.  As a result, the Partnership may be required to provide free rent,
reduced charges for tenant improvements and other inducements, all of which may
have an adverse impact on results of operations.  At the time the Partnership
elects to dispose of its properties, the Partnership will also be in competition
with sellers of similar properties to locate suitable purchasers for its
properties.

ITEM 2.  PROPERTIES.
--------------------

As of December 31, 1997, the Partnership owned an interest in one property
through its ownership in joint ventures, which is an office building located in
Knoxville, Tennessee, which is substantially completed. The Partnership does not
have control over the operations of the joint ventures; however, it does
exercise significant influence.  Accordingly, investment in joint ventures is
recorded on the equity method.  As of December 31, 1997, the property was 67.06%
occupied.  As of December 31, 1997, the Partnership was holding approximately
$17,824,417 to invest in properties.

The following table shows lease expirations during each of the next ten years
for all leases as of December 31, 1997, assuming no exercise of renewal options
or termination rights:
<TABLE>
<CAPTION>
                                                                 
<S>            <C>        <C>            <C>              <C>                   <C>                     <C>
                                                        Partnerships   
Year of         Number of                Annualized       Share of               Percentage of            Percentage of 
Lease            Leases      Square      Gross Base       Annualized              Total Square          Total Annualized
Expiration      Expiring   Feet Expiring   Rent(1)    Gross Base Rent(1)         Feet Expiring              Base Rent
----------------------------------------------------------------------------------------------------------------------------------- 

1998              -              -             -                -                     -                        -
1999              -              -             -                -                     -                        -
2000              -              -             -                -                     -                        -
2001              -              -             -                -                     -                        -
2002              -              -             -                -                     -                        -
2003              -              -             -                -                     -                        -
2004              -              -             -                -                     -                        -
2005              -              -             -                -                     -                        -
2006              -              -             -                -                     -                        - 
2007(2)           1         55,000        67,500                341,687               100%                     100%
------------------------------------------------------------------------------------------------------------------------------------
2007(2)           1         55,000      $687,500                $341,687               100%                    100%
</TABLE>
(1)  Average monthly gross rent over life of the lease, annualized.

(2)  Expiration of ABB lease, Knoxville, Tennessee.

                                       3
<PAGE>
 
The following describes the properties in which the Partnership owned an
interest as of December 31, 1997:


FUND IX - FUND X JOINT VENTURE
------------------------------

On March 20, 1997, the Partnership and Wells Real Estate Fund IX, L.P. ("Wells
Fund IX"), a Georgia public limited partnership affiliated with the Partnership
through common general partners, formed a joint venture known as Fund IX and
Fund X Associates (the "Fund IX - Fund X Joint Venture").  The investment
objectives of Wells Fund IX are substantially identical to those of the
Partnership.  Although the ultimate percentages of ownership in the Fund IX -
Fund X Joint Venture have not yet been finally determined, it is anticipated
that the Partnership will hold an approximately 50% equity interest in the two
properties described below.  The total cost to complete both properties is
anticipated to be approximately $13,000,000.  As of December 31, 1997, the
Partnership had contributed $3,500,000 and Wells Fund IX had contributed
$3,541,764, for total contributions of $7,041,764 to the Fund IX - Fund X Joint
Venture. At this time, the Partnership's equity interest in the Fund IX - Fund X
Joint Venture is approximately 49.7%, and Wells Fund IX's equity interest in the
Fund IX - Fund X Joint Venture is approximately 50.3%.  The Partnership has
reserved sufficient funds to complete these projects.

THE ABB PROPERTY
----------------

On March 20, 1997, Wells Fund IX contributed a 5.62 acre tract of real property
in Knoxville, Knox County, Tennessee and improvements thereon (the "ABB
Property"), valued at $1,306,393.  As of December 31, 1997, the Partnership had
contributed $3,500,000 and Wells Fund IX had contributed $3,541,764 toward the
development of this project for total contributions of $7,041,764.

A three-story office building containing approximately 83,885 rentable square
feet is under construction on the site.  An agreement was signed with ADEVCO
Corporation to supervise, manage and coordinate the planning, design,
construction and completion of the property.  Integra Construction, Inc. is
acting as the general contractor and Smallwood, Reynolds, Stewart, Stewart
Associates, Inc. as the architect.

ABB Environmental Systems, a subsidiary of ABB, Inc., has executed a lease for
55,000 rentable square feet comprising approximately 66% of the building.  The
initial term of the lease will be 9 years and 11 months commencing on
substantial completion of the project which is currently anticipated to be
January 1, 1998.  ABB has the option to extend the initial term of the lease for
two consecutive five year periods.  The annual base rent payable during the
initial term is $646,250 payable in equal monthly installments of $53,854 during
the first five years and $728,750 payable in equal monthly installments of
$60,729 during the last four years and 11 months of the initial term.  The
annual base rent for each extended term will be at market rental rates. In
addition to the base rent, ABB is required to pay additional rent equal to its
share of operating expenses during the lease term.

                                       4
<PAGE>
 
It is currently anticipated that the total cost to complete the project will be
approximately $7,800,000.  Although the ultimate percentages of ownership in the
Fund IX - Fund X Joint Venture have not been finally determined, it is
anticipated that the Partnership will contribute approximately $400,000 and
Wells Fund IX will contribute approximately $358,235 to the remaining cost of
approximately $758,235 for an approximate 50% equity interest each.

The Partnership has reserved sufficient funds for this purpose.  For further
information regarding the formation of the Fund IX - Fund X Joint Venture and
the development of the ABB Property, refer to Supplement No. 1 dated March 27,
1997, to the Prospectus of Wells Real Estate Fund X, L.P. and Wells Real Estate
Fund XI, L.P. dated December 31, 1996, contained in Post-Effective Amendment No.
1 to Form S-11 Registration Statement of Wells Real Estate Fund X, L.P. and
Wells Real Estate Fund XI, L.P. which was filed with the Commission on April 1,
1997 (Commission File No. 333-7979).

OKLAHOMA CITY PROJECT
---------------------

On May 30, 1997, the Fund IX - Fund X Joint Venture entered into an agreement
for the purchase and sale of real property with Wells Development Corporation
("Wells Development"), an affiliate of the General Partners, for the acquisition
of a one-story building to be developed on property located in Oklahoma City,
Oklahoma (the "Oklahoma City Project").  The Fund IX - Fund X Joint Venture will
purchase the Oklahoma City Project for a purchase price which is currently
anticipated to be approximately $5,200,000.  Under the terms of its contract
with Wells Development, the Fund IX - Fund X Joint Venture was required to make
an earnest money deposit to Wells Development in the amount of $1,300,000. The
earnest money deposit was used to fund the purchase of the land upon which the
Oklahoma City Property will be developed and will also be used to fund the
initial costs of construction and development of the project.  The Partnership
and Wells Fund IX made the required escrow contribution of $650,000 each on
behalf of the Fund IX -  Fund X Joint Venture to Wells Development Corporation.

The site of the Oklahoma City Project consists of approximately 5.3 acres, and
when completed, the Oklahoma City Project will be a one-story office building
containing 57,186 net rentable square feet.  An agreement with ADEVCO
Corporation to supervise, manage and coordinate the planning, design,
construction and completion of the property has been signed.

Lucent Technologies, a world-wide leader in telecommunications technology
producing a variety of communication products, has executed a lease agreement
with Wells Development to lease the entire Oklahoma City Project upon
completion.  The initial term of the lease will be ten years commencing on
substantial completion of the project which is currently anticipated to be
January 1, 1998.  Lucent Technologies has the option to extend the initial term
of the lease for two additional five year periods.  The annual base rent payable
during the initial term is $508,383 payable in equal monthly installments of
$42,365 during the first five years and $594,152 payable in equal monthly
installments of $49,513 during the second five years of the lease term.  The
annual base rent for each extendable term will be at market rental rates.  In
addition to the base rent, Lucent Technologies will be required to pay
additional rent equal to its share of operating expenses during the lease term.

                                       5
<PAGE>
 
It is currently anticipated that the total cost to complete the property, which
is estimated to be approximately $5,200,000, will be contributed equally by the
Partnership and Wells Fund IX for an ultimate percentage ownership of
approximately 50% for each partnership.  For further information regarding the
contract entered into between the Fund IX - Fund X Joint Venture and Wells
Development and the development of the Oklahoma City Project, refer to
Supplement No. 2 dated  June 17, 1997, to the Prospectus of Wells Real Estate
Fund X, L.P.  and Wells Real Estate Fund XI, L.P. dated December 31, 1996,
contained in Post-Effective Amendment No. 2 to the Registration Statement of
Wells Real Estate Fund X, L.P. and Wells Real Estate Fund XI, L.P. which was
filed with the Commission on June 17, 1997 (Commission File No. 333-7979).

ITEM 3.  LEGAL PROCEEDINGS
--------------------------

There were no material pending legal proceedings or proceedings known to be
contemplated by governmental authorities involving the Partnership during 1997.

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
-------------------------------------------------------------

No matters were submitted to a vote of the Limited Partners during the fourth
quarter of 1997.


                                        
                                    PART II
                                    -------
                                        

ITEM 5.  MARKET FOR PARTNERSHIP'S UNITS AND RELATED SECURITY HOLDER MATTERS.
----------------------------------------------------------------------------


The offering for sale of Units in the Partnership terminated on December 30,
1997, at which time the Partnership had 2,116,099 outstanding Class A Status
Units held by a total of 1,588 Limited Partners and 596,792 outstanding Class B
Status Units held by a total of 218 Limited Partners.  The capital contribution
per unit is $10.00.  There is no established public trading for the
Partnership's limited partnership units, and it is not anticipated that a public
trading market for the units will develop.  Under the Partnership Agreement, the
General Partners have the right to prohibit transfers of units.

Class A Status Limited Partners are entitled to a distribution from Net Cash
from Operations, as defined in the Partnership Agreement to mean cash flow, less
adequate cash reserves for other obligations of the Partnership for which there
is no provision, on a per Unit basis until they have received distributions in
each fiscal year of the Partnership equal to 10% of their adjusted capital
contributions.  After this preference is satisfied, the General Partners will
receive an amount of Net Cash From Operations equal to 10% of the total amount
of Net Cash From Operations distributed.  Thereafter, the Limited Partners
holding Class A Status Units will receive 90% of Net Cash From Operations and
the General Partners will receive 10%.  No Net Cash from Operations will be
distributed to Limited Partners holding Class B Status Units.  Holders of Class
A Status Units will, except in limited circumstances, be allocated none of the
Partnership's net loss, depreciation, amortization and cost recovery deductions.
These deductions will be

                                       6
<PAGE>
 
allocated to the Class B Status Units, until their capital account balances have
been reduced to zero. No distributions have been made to the General Partners as
of December 31, 1997.

Cash available to distribution to the Limited Partners is distributed on a
quarterly basis unless Limited Partners select to have their cash distributed
monthly.  Cash distributions made to Class A Status Limited Partners during 1997
were as follows:


                            Per Class A Status Unit
                            -----------------------

Distribution for   Total Cash      Investment    Return of    General
Quarter Ended     Distributed        Income       Capital     Partner
----------------  -----------      ----------    ---------    ------- 
<TABLE>
<S>                   <C>               <C>           <C>           <C>
March 31, 1997        $0                $0.00         $0.00       $0.00
June 30, 1997         $0                $0.00         $0.00       $0.00
September 30, 1997    $0                $0.00         $0.00       $0.00
December 31, 1997     $294,309          $0.27         $0.00       $0.00
</TABLE>



The fourth quarter distribution was accrued for accounting purposes in 1997, and
was not actually paid to Limited Partners until February, 1998.  Although there
is no assurance, the General Partners anticipate that cash distributions to
Limited Partners holding Class A Status Units will continue in 1998 at a level
at least comparable with 1997 cash distributions on an annual basis.

ITEM 6.  SELECTED FINANCIAL DATA.
---------------------------------

The Partnership did not commence active operations until it received and
accepted subscriptions for a minimum of 125,000 units on February 4, 1997, and
accordingly, there is no comparative financial data available from prior fiscal
years.  As of December 31, 1996, the Partnership's assets totaled approximately
$98,291 consisting primarily of the General Partners' capital contributions and
deferred offering costs.

The following sets forth a summary of the selected financial data for the eleven
months ended December 31, 1997.


 



             [The remainder of this page left intentionally blank]

                                       7
<PAGE>
 
<TABLE>
<CAPTION>
                                                             1997
                                                     ------------------
<S>                                                  <C>
Total assets                                              $23,716,744
Total revenues                                                372,507
Net income                                                    278,025   
Net loss allocated
  to General Partners                                            (162)  
Net income allocated to
  Class A Limited Partners                                    302,862 
Net loss allocated to
  Class B Limited Partners                                    (24,675) 
Net income per weighted
 average (1) Class A
 Limited Partner Unit                                             .28    
Net loss per weighted
 average (1) Class B
 Limited Partner Unit                                           (0.09) 
Cash Distributions per
 weighted average (1)
 Class A Limited Partner Unit:
    Investment Income                                            0.27 
    Return of Capital                                            0.00 
                                                                   
</TABLE>


(1) The weighted average unit is calculated by averaging units over the period
they are outstanding during the time units are still being purchased by Limited
Partners in the Partnership.



ITEM 7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITIONS AND
-------------------------------------------------------------------------
RESULTS OF OPERATION.
---------------------


The following discussion and analysis should be read in conjunction with the
Selected Financial Data and the accompanying financial statements of the
Partnership and notes thereto.

This Report contains forward-looking statements, within the meaning of Section
27A of the Securities Act of 1933 and 21E of the Securities Exchange Act of
1934, including discussion and analysis of the financial condition of the
Partnership, anticipated capital expenditures required to complete certain
projects, amounts of cash distributions anticipated to be distributed to Limited
Partners in the future and certain other matters.  Readers of this Report should
be aware that there are various factors that could cause actual results to
differ materially from any forward-looking statement made in the Report, which
include construction costs which may exceed estimates, construction delays,
lease-up risks, inability to obtain new tenants upon the expiration of existing
leases, and the potential need to fund tenant improvements or other capital
expenditures out of operating cash flow.

                                       8
<PAGE>
 
RESULTS OF OPERATIONS AND CHANGES IN FINANCIAL CONDITIONS
---------------------------------------------------------

General
-------

The Partnership commenced active operations on February 4, 1997, when it
received and accepted subscriptions for 125,000 units.  An aggregate requirement
of $2,500,000 of offering proceeds was reached on February 25, 1997, thus
allowing for the admission of New York and Pennsylvania investors into the
Partnership.  As of December 31, 1997, the Partnership had sold 2,116,099 Class
A Status Units and 596,792 Class B Status Units, held by a total of 1,588 and
218 Class A and Class B Limited Partners, respectively, for total Limited
Partner contributions of $27,128,912. After payment of $1,085,157 in acquisition
and advisory fees, payment of $4,069,338 in selling commissions and organization
and offering expenses, $650,000 escrow contribtion on behalf of the Fund IX -
Fund X Joint Venture and investment of $3,500,000 in the Fund IX - Fund X Joint
Venture, as of December 31, 1997, the Partnership was holding net offering
proceeds of $17,824,417 available for investment in properties.

It is anticipated that an additional investment in the Fund IX - Fund X Joint
Venture of approximately $758,235 will be required to complete the ABB Property
and that an additional investment of approximately $3,900,000 will be required
to complete the acquisition of the Lucent Project.  It is anticipated that the
Partnership and Wells Fund IX will each contribute a total of approximately
$6,500,000 to the Fund IX - Fund X Joint Venture. It is currently anticipated
that the Partnership will contribute an additional $400,000 to complete the ABB
Project and an additional $1,950,000 to complete the Lucent Project.  The
Partnership has reserved $2,350,000 out of its net offering proceeds of
approximately $17,824,417 available for investment in properties for these
purposes.

Gross revenues of the Partnership of $372,507 for the twelve months ended
December 31, 1997, were attributable primarily to interest income earned on
funds held by the Partnership prior to the investment in joint ventures.
Negative equity in income of joint ventures of $10,035 was due primarily to
depreciation and other operating expenses combined with the fact that the tenant
moved into the building in late December 1997.

Expenses of the Partnership were $94,482 for the twelve months ended December
31, 1997, and consisted primarily of legal, accounting and partnership
administrative costs.  Net income of the Partnership was $278,025 for the twelve
months ended December 31, 1997.  Net income allocated per weighted average unit
to Class A Limited Partners was $0.28; net loss allocated per weighted average
unit to Class B Limited Partners was $0.09 and net loss allocated to General
Partners was $162 for the twelve months ended December 31, 1997.

Since the Partnership did not commence active operations until it received and
accepted subscriptions for a minimum of 125,000 Units on February 4, 1997, there
is no comparative financial data available from the prior fiscal year.

                                       9
<PAGE>
 
Property Operations
-------------------

As of December 31, 1997, the Partnership owned an interest in the following
operational property:


The ABB Building - Fund IX-X Joint Venture
------------------------------------------
<TABLE>
<CAPTION>
                                                        One Month Ended
                                                       December 31, 1997
                                                  ---------------------------
<S>                                               <C>
Revenues: 
  Rental income                                              $28,512

Expenses:
  Depreciation                                                36,863
  Management & leasing expenses                                1,711
  Operating costs, net of
     reimbursements                                           10,110
                                                              ------
                                                              48,692
                                                              ------
Net loss                                                    $(20,180)
                                                            ========

Occupied %                                                     67.06%

Partnership's Ownership % in the Fund IX - Fund
 X Joint Venture                                               49.70% 

Net loss allocated to Partnership                           $(10,035)
</TABLE>


Since the ABB Project was started in March, 1997, comparative income and expense
figures for prior years are not available.

Real estate taxes and primarily all operational expenses for the building are
the responsibility of the tenant.

On March 20, 1997, Wells Fund IX contributed a 5.62 acre tract of real property
in Knoxville, Knox County, Tennessee and improvements thereon (the "ABB
Property"), valued at $1,306,393.  As of September 30, 1997, the Partnership had
contributed $3,500,000 and Wells Fund IX had contributed $3,541,765 toward the
development of this project for total contributions of $7,041,765.

A three-story office building containing approximately 83,885 rentable square
feet is under construction on the site.  An agreement was signed with ADEVCO
Corporation to supervise, manage and coordinate the planning, design,
construction and completion of the property.  Integra Construction, Inc. is
acting as the general contractor and Smallwood, Reynolds, Stewart, Stewart
Associates, Inc. as the architect.

                                       10
<PAGE>
 
ABB Environmental Systems, a subsidiary of ABB, Inc., has executed a lease for
55,000 rentable square feet comprising approximately 66% of the building.  The
initial term of the lease will be 9 years and 11 months commencing on
substantial completion of the project which is currently anticipated to be
January 1, 1998.  ABB has the option to extend the initial term of the lease for
two consecutive five year periods.  The annual base rent payable during the
initial term is $646,250 payable in equal monthly installments of $53,854 during
the first five years and $728,750 payable in equal monthly installments of
$60,729 during the last four years and 11 months of the initial term.  The
annual base rent for each extended term will be at market rental rates. In
addition to the base rent, ABB is required to pay additional rent equal to its
share of operating expenses during the lease term.

It is currently anticipated that the total cost to complete the project will be
approximately $7,800,000.  Although the ultimate percentages of ownership in the
Fund IX -Fund X Joint Venture have not been finally determined, it is
anticipated that the Partnership will contribute $400,000 and Wells Fund IX will
contribute $358,235 to the remaining cost of approximately $758,235 for an
approximate 50% equity interest each.

The Partnership has reserved sufficient funds for this purpose.  For further
information regarding the formation of the Fund IX - Fund X Joint Venture and
the development of the ABB Property, refer to the Form 8-K of Wells Real Estate
Fund X, L.P. dated March 26, 1997, filed with the Commission on April 1, 1997
(Commission File No. 333-7979).

The funds used by the Fund IX - Fund X Joint Venture to complete the ABB
Building were derived from capital contributions made by the Partnership and
Wells Fund IX, totaling $3,500,000 and $3,541,764 respectively.  The Partnership
owns an approximate 50% equity interest in the Fund IX - Fund X Joint Venture.

For comments on general conditions to which the property may be subject, see
Item 1, Business page 2.  For additional information on tenants, etc., refer to
Item 2, Properties, page 3.


LIQUIDITY AND CAPITAL RESOURCES
-------------------------------


The Partnership commenced active operations on February 4, 1997, when it
received and accepted subscriptions for 125,000 units.

The Partnership terminated its offering on December 30, 1997, the Partnership
raised $27,128,912 in capital through the sale of 2,712,892 units.

After payment of $1,085,157 in Acquisition and Advisory fees and expenses,
payment of $4,069,338 in selling commissions and organizational and offering
expenses, $650,000 escrow contribution on behalf of the Fund IX - Fund X Joint
Venture and the investment by the Partnership of $3,500,000 in the Fund IX -
Fund X Joint Venture, as of December 31, 1997, the Partnership was holding net
offering proceeds of approximately $17,824,417 available for additional
properties.

                                       11
<PAGE>
 
The Partnership's net cash provided by operating activities of $200,668 is due
primarily to interest income earned on funds held by the Partnership prior to
investment in properties. Net cash used in investing activities of $5,188,485 is
primarily the result of the payment of Acquisition and Advisory Fees, investment
in the Fund IX - Fund X Joint Venture of $3,500,000 and an earnest money deposit
which was advanced for a new project. Net cash provided by financing activities
is the result of raising $27,128,912 in Limited Partners contributions less
commissions and organizational and offering expenses, and therefore, increasing
cash and cash equivalents from $600 of General Partners' contribution at the
beginning of the year to $18,404,232 as of December 31, 1997.

The Partnership's distributions to holders of Class A Status Units for the 4th
quarter ended December 31, 1997 will be paid in February, 1998 from Investment
Income.  Although there is no assurance, the Partnership anticipates that
distributions will continue to be paid on a quarterly basis from such sources on
a level at least consistent with 1997.  No cash distributions were paid to
holders of Class B Status Units in 1997.

The Partnership expects to continue to meet its short-term liquidity
requirements generally through net cash provided by operations which the
Partnership believes will continue to be adequate to meet both operating
requirements and distributions to limited partners.  At this time, given the
nature of the joint venture and property in which the Partnership has invested,
there are no known improvements or renovations to the properties expected to be
funded from cash flow from operations.

The Partnership expects to make future real estate investments, directly or
through investments in joint ventures from limited partnership contributions.
As of December 31, 1997, the Partnership has reserved $18,474,417 for this
purpose including approximately $400,000 for an office building in Knoxville,
Tennessee, owned by the Fund IX - Fund X Joint Venture and approximately
$1,950,000 needed to complete the office building in Oklahoma City, Oklahoma,
also owned by the Fund IX - Fund X Joint Venture.

Since properties are acquired on an all-cash basis, the Partnership has no
permanent long-term liquidity requirements.


INFLATION
----------


The real estate market has not been affected significantly by inflation in the
past three years due to the relatively low inflation rate.  There are provisions
in the majority of  tenant leases to protect the Partnership from the impact of
inflation.  These leases contain common area maintenance charges (CAM charges),
real estate tax and insurance reimbursements on a per square foot bases, or in
some cases, annual reimbursement of operating expenses above a certain per
square foot allowance.  These provisions should reduce the Partnership's
exposure to increases in costs and operating expenses resulting from inflation.


The General Partners have verified that all operational computer systems are
year 2000 compliant.  This includes systems supporting accounting, property
management and investor services.  Also, as part of this review, all building
control systems have been verified as compliant.  The current line of business
applications are based on compliant operating systems

                                       12
<PAGE>
 
and database servers. All of these products are scheduled for additional
upgrades before the year 2000. Therefore, it is not anticipated that the year
2000 will have significant impact on operations.


ITEM 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.
---------------------------------------------------- 


The Financial Statements of the Registrant and supplementary data are detailed
under Item 14 (a) and filed as part of the report on the pages indicated.


ITEM 9.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
------------------------------------------------------------------------
FINANCIAL DISCLOSURE.
-------------------- 


The Partnership's change in accountants during 1995 was previously reported in
the Partnership's Form 8-K dated September 11, 1995.  There were no
disagreements with the Partnership's accountants or other reportable events
during 1997.



                                    PART III
                                    --------
                                        


ITEM 10.  GENERAL PARTNERS OF THE PARTNERSHIP.
--------------------------------------------- 


     Wells Partners, L.P.  Wells Partners, L.P. is a private Georgia limited
     --------------------                                                   
partnership formed on October 25, 1990.  The sole General Partner of Wells
Partners, L.P. is Wells Capital, Inc., a Georgia Corporation.  The executive
offices of Wells Capital, Inc. are located at 3885 Holcomb Bridge Road,
Norcross, Georgia  30092.

     LEO F. WELLS, III.  Mr. Wells is a resident of Atlanta, Georgia, is 54
     -----------------                                                     
years of age and holds a Bachelor of Business Administration Degree in Economics
from the University of Georgia.  Mr. Wells is the President and sole Director of
Wells Capital, Inc.  Mr. Wells is the President of Wells & Associates, Inc., a
real estate brokerage and investment company formed in 1976 and incorporated in
1978, for which he serves as principal broker.  Mr. Wells is also currently the
sole Director and President of Wells Management Company, Inc., a property
management company he founded in 1983.  In addition, Mr. Wells is the President
and Chairman of the Board of Wells Investment Securities, Inc., Wells &
Associates, Inc., and Wells Management Company, Inc. which are affiliates of the
General Partners.  From 1980 to February 1985, Mr. Wells served as vice-
president of Hill-Johnson, Inc., a Georgia corporation engaged in the
construction business.  From 1973 to 1976, he was associated with Sax Gaskin
Real Estate Company and from 1970 to 1973, he was a real estate salesman and
property manager for Roy D. Warren & Company, an Atlanta real estate company.

                                       13
<PAGE>
 
ITEM 11.  COMPENSATION OF GENERAL PARTNERS AND AFFILIATES.
--------------------------------------------------------- 

The following table summarizes the compensation and fees (including
reimbursement of expenses) paid to the General Partners and their affiliates
during the year ended December 31, 1997.



                                        
                            CASH COMPENSATION TABLE
                            -----------------------

<TABLE>
<CAPTION>
 
<S>                       <C>                          <C> 
(A)                                   (B)                       (C)
Name of individual or     Capacities in which served -   Cash Compensation
   number in group        Form of Compensation
---------------------    ----------------------------    -----------------
Wells Capital, Inc.      General Partner of Wells            $   1,085,157
                         Partners, L.P.
                         Acquisition and Advisory Fees
 
Wells Capital, Inc.      General Partner of Wells            $   1,356,447
                         Partners, L.P. Reimbursement
                         of Organization and Offering
                         Expenses
 
Leo F. Wells, III        General Partner                                 0
 
Wells Investment         Dealer Manager -                    $2,712,891 (1)
Securities, Inc.         Selling Commissions

Wells Management         Property Manager -                     $ 1,711 (2)
Company, Inc.            Management and Leasing
                         Fees

</TABLE> 

(1)  This amount includes all selling commissions paid or payable to Wells
     Investment Securities, Inc., a substantial portion of which were
     reallocated to other broker-dealers.

(2)  These fees are not paid directly by the Partnership but are paid by the
     joint venture entities which owns the ABB Property for which the property
     management and leasing services relate and include management and leasing
     fees which were accrued for accounting purposes in 1997, but not actually
     paid until January, 1998.


ITEM 12.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.
-------------------------------------------------------------------------

No Limited Partner is known by the Partnership to own beneficially more than 5%
of the outstanding units of the Partnership.

                                       14
<PAGE>
 
Set forth below is the security ownership of management as of February 28, 1998.
<TABLE> 
<CAPTION> 
     (1)                       (2)                           (3)                           (4)
<S>                       <C>                          <C>                           <C> 
                                                         Amount and Nature
                              Name of                      of Beneficial
Title of Class             Beneficial Owner                  Ownership               Percent of Class
-------------              ----------------              -----------------           ----------------
Class A Status            Leo F. Wells, III             110.036 Units (IRA,            less than 1%
Units                                                     401 (k) Plan


</TABLE> 


 
No arrangements exist which would, upon operation, result in a change in control
of the Partnership.


ITEM 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.
-------------------------------------------------------- 


The compensation and fees paid or to be paid by the Partnership to the General
Partners and their affiliates in connection with the operation of the
Partnership are as follows:


          INTEREST IN PARTNERSHIP CASH FLOW AND NET SALES PROCEEDS.  The General
          --------------------------------------------------------              
     Partners will receive a subordinated participation in net cash flow from
     operations equal to 10% of net cash flow after the Limited Partners holding
     Class A Status Units have received preferential distributions equal to 10%
     of their adjusted capital accounts in each fiscal year.  The General
     Partners will also receive a subordinated participation in net sales
     proceeds and net financing proceeds equal to 20% of residual proceeds
     available for distribution after Limited Partners holding Class A Status
     Units have received a return of their adjusted capital contributions plus a
     10% cumulative return on their adjusted capital contributions and Limited
     Partners holding Class B Units have received a return of their adjusted
     capital contributions plus a 15% cumulative return on their adjusted
     capital contributions; provided, however, that in no event shall the
     General Partners receive in the aggregate in excess of 15% of net sales
     proceeds and net financing proceeds remaining after payments to Limited
     Partners from such proceeds of amounts equal to the sum of their adjusted
     capital contributions plus a 6% cumulative return on their adjusted capital
     contributions.  The General Partners did not receive any distributions from
     net cash flow from operations or net sales proceeds for the year ended
     December 31, 1997.


     PROPERTY MANAGEMENT AND LEASING FEES.  Wells Management Company, Inc., an
     ------------------------------------                                     
     affiliate of the General Partners, will receive compensation for
     supervising the management of the Partnership properties equal to the
     lessor of (A) (i) 3% of the gross revenues for management and 3% of the
     gross revenues for leasing (aggregate maximum of 6%) plus a separate one-
     time fee for initial rent-up or leasing-up of newly constructed properties
     in an amount not to exceed the fee customarily charged in arm's-length
     transactions by others rendering similar services in the same geographic
     area for similar properties; and (ii) in the case of 

                                       15
<PAGE>
 
     industrial and commercial properties which are leased on a long-term basis
     (ten or more years), 1% of the gross revenues except for initial leasing
     fees equal to 3% of the gross revenues over the first five years of the
     lease term; or (B) the amounts charged by unaffiliated persons rendering
     comparable services in the same geographic area.

     Management and leasing fees are not paid directly by the Partnership but by
     the joint venture entity which owns the properties.  The Partnership's
     share of these fees were $1,711 for the year ended December 31, 1997.


     REAL ESTATE COMMISSIONS.  In connection with the sale of Partnership
     -----------------------                                             
     properties, the General Partners or their affiliates may receive
     commissions not exceeding the lesser of (A) 50% of the commissions
     customarily charged by other brokers in arm's-length transactions involving
     comparable properties in the same geographic area or (B) 3% of the gross
     sales price of the property, and provided that payments of such commissions
     will be made only after Limited Partners have received prior distributions
     totaling 100% of their capital contributions plus a 6% cumulative return on
     their adjusted capital contributions.  No real estate commissions were paid
     to the General Partners or affiliates for the year ended December 31, 1997.


     DEFERRED PROJECT COSTS
     ----------------------

     The Partnership pays Acquisition and Advisory Fees to the General Partners
     for acquisition and advisory services.  These payments, as provided by the
     Partnership Agreement, may not exceed 5% of the Limited Partners' capital
     contributions.  Acquisition and Advisory Fees paid as of December 31, 1997,
     amounted to $1,085,157 and represented approximately 4.0% of the Limited
     Partners' capital contributions.  These fees are allocated to specific
     properties as they are purchased.


     DEFERRED OFFERING COSTS
     -----------------------

     Wells Capital, Inc. (the "Company"), the General Partner of Wells Partners,
     L.P., pays all the offering expenses for the Partnership.  The Company may
     be reimbursed by the Partnership to the extent that such offering expenses
     do not exceed 5% of total Limited Partners' capital contributions.  As of
     December 31, 1997, the Partnership had reimbursed the Company for
     $1,356,447 in  offering expenses, which amounted to 5% of Limited Partners'
     capital contributions.

                                       16
<PAGE>
 
                                    PART IV
                                    -------
                                        


ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K.
--------------------------------------------------------------------------

(a) 1.  Financial Statements
        The Financial Statements are contained on pages F-2 through F-50 of this
        Annual Report on Form 10-K, and the list of the Financial Statements
        contained herein is set forth on page F-1, which is hereby incorporated
        by reference.

(a) 2.  Financial Statement Schedule III
        Information with respect to this item begins on Page S-1 of this Annual
        Report on Form 10-K

(a) 3.  The Exhibits filed in response to Item 601 of Regulation S-K are listed
        on the Exhibit Index attached hereto.

(b)     No reports on Form 8-K were filed with the Commission during the fourth
        quarter of 1997.

(c)     The Exhibits filed in response to Item 601 of Regulation S-K are listed
        on the Exhibit Index attached hereto.

(d)     See (a) 2 above.

                                       17
<PAGE>
 
                                   SIGNATURES



Pursuant to the requirements of Sections 13 or 15(d) of the Securities Exchange
Act of 1934, the Registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized this 17th day of March,
1998


                              WELLS REAL ESTATE FUND IX, L.P.
                              (Registrant)



                              By:   /s/ Leo F. Wells, III
                                    ---------------------
                                    LEO F. WELLS, III
                                    Individual General Partner and as President
                                    and Chief Financial Officier of Wells
                                    Capital, Inc., the General Partner of Wells
                                    Partners, L.P.



Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following person on behalf of the registrant and in
the capacity as and on the date indicated.

Signature                  Title
---------                  -----



 /s/ Leo F. Wells, III     Individual General Partner,         March 17, 1998
----------------------     President and Sole Director  
LEO F. WELLS, III          of Wells Capital, Inc., the 
                           General Partner of Wells    
                           Partners, L.P.               
                           


SUPPLEMENTAL INFORMATION TO BE FURNISHED WITH REPORTS FILED PURSUANT TO SECTION
15(d) OF THE ACT BY REGISTRARS WHICH HAVE NOT BEEN REGISTERED PURSUANT TO
SECTION 12 OF THE ACT.


No annual report or proxy material relating to an annual or other meeting of
security holders has been sent to security holders.

                                       18
<PAGE>
 
                         INDEX TO FINANCIAL STATEMENTS
                         -----------------------------
                                        

<TABLE>
<CAPTION>
 
FINANCIAL STATEMENTS                                        PAGE
----------------------------------------------------------  ----
<S>                                                         <C>  
 
Independent Auditors' Report                                F-2
 
Balance Sheets as of December 31, 1997 and 1996             F-3
 
Statement of Income for the Year Ended December 31, 1997    F-4   
 
Statement of Partners' Capital for the Year Ended
 December 31, 1997                                          F-5
 
Statement of Cash Flows for the Year Ended December 31,
  1997                                                      F-6
 
Notes to Financial Statements for December 31, 1997 and
  1996                                                      F-7
 
</TABLE>

                                      F-1
<PAGE>
 
               [LETTERHEAD OF ARTHUR ANDERSEN LLP APPEARS HERE]

                    REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
                                        



To the Partners of

Wells Real Estate Fund X, L.P.:


We have audited the accompanying balance sheets of WELLS REAL ESTATE FUND X,
L.P. (a Georgia public limited partnership) as of December 31, 1997 and 1996 and
the related statements of income, partners' capital, and cash flows for the year
ended December 31, 1997.  These financial statements and the schedule referred
to below are the responsibility of the Partnership's management.  Our
responsibility is to express an opinion on these financial statements and
schedule based on our audits.

We conducted our audits in accordance with generally accepted auditing
standards.  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
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 financial position of Wells Real Estate Fund X, L.P.
as of December 31, 1997 and 1996 and the results of its operations and its cash
flows for the year ended December 31, 1997 in conformity with generally accepted
accounting principles.

Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole.  Schedule III--Real Estate Investments
and Accumulated Depreciation as of December 31, 1997 is presented for purposes
of complying with the Securities and Exchange Commission's rules and is not part
of the basic financial statements.  This schedule has been subjected to the
auditing procedures applied in the audit of the basic financial statements and,
in our opinion, fairly states in all material respects the financial data
required to be set forth therein in relation to the basic financial statements
taken as a whole.


                                                    ARTHUR ANDERSEN LLP

Atlanta, Georgia
January 9, 1998

                                      F-2
<PAGE>
                         WELLS REAL ESTATE FUND X, L.P.
       
                    (A GEORGIA PUBLIC LIMITED PARTNERSHIP)

                                 BALANCE SHEETS

                           DECEMBER 31, 1997 AND 1996

                                    ASSETS

                                                         1997           1996
                                                     -----------       -------
CASH AND CASH EQUIVALENTS                            $18,404,232       $   600
INVESTMENT IN JOINT VENTURE                            3,662,803             0
DEFERRED OFFERING COSTS                                        0        97,691
DEFERRED PROJECT COSTS                                   912,317             0
ORGANIZATIONAL COSTS, LESS ACCUMULATED
  AMORTIZATION OF $6,250 IN 1997                          25,000             0
PREPAID EXPENSES AND OTHER ASSETS                        712,392             0
                                                     -----------       -------
       Total assets                                  $23,716,744       $98,291
                                                     ===========       =======

                       LIABILITIES AND PARTNERS' CAPITAL

LIABILITIES:
 Due to affiliate                                    $   105,008       $97,691
 Partnership distributions payable                       294,309             0
 Sales commissions payable                               242,387             0
                                                     -----------       -------
       Total liabilities                                 641,704        97,691
                                                     -----------       -------
PARTNERS' CAPITAL:
General partners                                             338           500
Limited partners:
   Class A                                            18,019,767             0
   Class B                                             5,054,935             0
   Original limited partner                                    0           100
                                                     -----------       -------
       Total partners' capitaL                        23,075,040           600
                                                     -----------       -------
       Total liabilities and partners' capital       $23,716,744       $98,291
                                                     ===========       =======

      The accompanying notes are an integral part of these balance sheets.

                                      F-3
<PAGE>
 
                        WELLS REAL ESTATE FUND X, L.P.

                    (A GEORGIA PUBLIC LIMITED PARTNERSHIP)


                              STATEMENT OF INCOME

                     FOR THE YEAR ENDED DECEMBER 31, 1997

<TABLE> 
<CAPTION> 
<S>                                                                                      <C>
REVENUES:
 Equity in loss of joint venture                                                       $(10,035)
 Interest income                                                                        382,542
                                                                                       ---------
                                                                                        372,507
                                                                                       ---------
EXPENSES:
 Partnership administration m                                                            71,554
 Legal and accounting                                                                     9,135
 Amortization of organizational costs                                                     6,250
 Computer costs                                                                           7,543
                                                                                       --------
                                                                                         94,482
                                                                                       --------
NET INCOME                                                                             $278,025
                                                                                       ========
NET LOSS ALLOCATED TO GENERAL PARTNERS                                                 $   (162)
                                                                                       ========
NET INCOME ALLOCATED TO CLASS A LIMITED PARTNERS                                       $302,862
                                                                                       ========
NET LOSS ALLOCATED TO CLASS B LIMITED PARTNERS                                         $(24,675)
                                                                                       ========
NET INCOME PER CLASS A LIMITED PARTNER UNIT                                            $   0.28
                                                                                       ========
NET LOSS PER CLASS B LIMITED PARTNER UNIT                                              $  (0.09)
                                                                                       ======== 
CASH DISTRIBUTION PER CLASS A LIMITED PARTNER UNIT                                     $   0.27
                                                                                       ========  
</TABLE>



         The accompanying notes are an integral part of this statement.

                                      F-4
<PAGE>
 
                        WELLS REAL ESTATE FUND X, L.P. 

                        (A Georgia Limited Partnership)

                        STATEMENT OF PARTNERS' CAPITAL

                     FOR THE YEAR ENDED DECEMBER 31, 1997
<TABLE>
<CAPTION>
                                                              LIMITED PARTNERS                              TOTAL
                                                 ---------------------------------------------
                                                         CLASS A                CLASS B          GENERAL   PARTNERS'
                                                  ------------------     ---------------------- 
                                       ORIGINAL     UNITS       AMOUNT     UNITS      AMOUNT     PARTNERS   CAPITAL   
                                       --------     -----       -------    -----      ------     --------   ------- 
<S>                                   <C>         <C>        <C>           <C>       <C>         <C>        <C>     
BALANCE, DECEMBER 31, 1996               $100           0     $     0           0   $                $500   $     600      
                                                                                                                          
 Net income (loss)                          0           0     302,862           0    (24,675)        (162)    278,025           
 Partnership distributions                  0           0    (294,309)          0          0            0    (294,309)  
 Return of capital                       (100)          0           0           0          0            0        (100)              

 Limited partner contributions              0   2,116,099  21,160,987      596,792 5,967,925            0  27,128,912      
 Sales commissions and discounts            0           0  (2,116,099)           0  (596,792)           0  (2,712,891)         
 Other offering expenses                    0           0  (1,033,674)           0  (291,523)           0  (1,325,197)         
                                      -------   --------- -----------    -------- ----------         ---- -----------
BALANCE, DECEMBER 31, 1997               $  0   2,116,099 $18,019,767      596,79 $5,054,935         $338 $23,075,040
                                      =======   ========= ===========    ======== ==========         ==== ===========
                                                       

</TABLE> 

         The accompanying notes are an integral part of this statement.

                                      F-5
<PAGE>
 
                        WELLS REAL ESTATE FUND X, L.P.

                    (A GEORGIA PUBLIC LIMITED PARTNERSHIP)


                            STATEMENT OF CASH FLOWS

                     FOR THE YEAR ENDED DECEMBER 31, 1997



<TABLE>
<CAPTION>
CASH FLOWS FROM OPERATING ACTIVITIES:
<S>                                                                                   <C>
 Net income                                                                       $      278,025
                                                                                  --------------
Adjustments to reconcile net income to net cash used in operating activities:
     Equity in loss of joint venture                                                      10,035
     Amortization of organizational costs                                                  6,250
     Changes in assets and liabilities:                                                 
       Organizational costs                                                              (31,250)
       Prepaid expenses and other assets                                                 (62,392)
                                                                                  --------------  
         Total adjustments                                                               (77,357)
                                                                                  --------------
         Net cash provided by operating activities                                       200,668 
                                                                                  --------------
CASH FLOWS FROM INVESTING ACTIVITIES:
 Investment in joint venture                                                          (3,499,999)
 Earnest money deposit                                                                  (650,000)
 Deferred project costs paid                                                          (1,038,486)
                                                                                  --------------
         Net cash used in investing activities                                        (5,188,485)
                                                                                  --------------
CASH FLOWS FROM FINANCING ACTIVITIES:
 Limited partners' contributions                                                      27,128,912
 Sales commissions and discounts paid                                                 (2,470,504)
 Offering costs paid                                                                  (1,266,859)
 Return of capital                                                                          (100)
                                                                                  --------------
         Net cash provided by financing activities                                    23,391,449
                                                                                  --------------
NET INCREASE IN CASH AND CASH EQUIVALENTS                                             18,403,632
CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR                                                 600
                                                                                  --------------
CASH AND CASH EQUIVALENTS, END OF YEAR                                            $   18,404,232
                                                                                  ==============
SUPPLEMENTAL DISCLOSURE OF NONCASH INVESTING ACTIVITIES:                                                                         
   Deferred project costs applied to joint venture property                       $      172,839
                                                                                  ============== 
</TABLE> 



         The accompanying notes are an integral part of this statement.

                                      F-6
<PAGE>
<TABLE> 
<CAPTION>
<S>  
<C>  
                        WELLS REAL ESTATE FUND X, L.P.


                    (A GEORGIA PUBLIC LIMITED PARTNERSHIP)



                         NOTES TO FINANCIAL STATEMENTS


                          DECEMBER 31, 1997 AND 1996

</TABLE> 
 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES


    ORGANIZATION AND BUSINESS


    Wells Real Estate Fund X, L.P. (the "Partnership") is a public limited
    partnership organized on June 20, 1996 under the laws of the state of
    Georgia. The general partners are Leo F. Wells, III and Wells Partners, L.P.
    ("Wells Partners"), a Georgia nonpublic limited partnership. The Partnership
    has two classes of limited partnership units. Upon subscription for units,
    each limited partner must elect whether to have its units treated as Class A
    units or Class B units. Thereafter, limited partners shall have the right to
    change their prior election to have some or all of their units treated as
    Class A units or Class B units one time during each quarterly accounting
    period. Limited partners may vote to, among other things, (a) amend the
    partnership agreement, subject to certain limitations, (b) change the
    business purpose or investment objectives of the Partnership, (c) remove a
    general partner, (d) elect a new general partner, (e) dissolve the
    Partnership, and (f) approve a sale of assets, subject to certain
    limitations. Each limited partnership unit has equal voting rights,
    regardless of class.

    The Partnership was formed to acquire and operate commercial real
    properties, including properties which are either to be developed, currently
    under development or construction, newly constructed, or which have
    operating histories. The Partnership owns an interest in a three-story
    office building in Knoxville, Tennessee (the "ABB Property") through a joint
    venture between the Partnership and Wells Real Estate Fund IX, L.P. ("Fund
    IX").

    USE OF ESTIMATES AND FACTORS AFFECTING THE PARTNERSHIP


    The preparation of financial statements in conformity with generally
    accepted accounting principles requires management to make estimates and
    assumptions that affect the reported amounts of assets and liabilities and
    disclosure of contingent assets and liabilities at the date of the financial
    statements and the reported amounts of revenues and expenses during the
    reporting period. Actual results could differ from those estimates.

    The carrying values of real estate are based on management's current intent
    to hold the real estate assets as long-term investments.  The success of the
    Partnership's future operations and the ability to realize the investment in
    its assets will be dependent on the Partnership's ability to maintain rental
    rates, occupancy, and an appropriate level of 

                                      F-7
<PAGE>
 
    operating expenses in future years. Management believes that the steps it is
    taking will enable the Partnership to realize its investment in its assets.


    INCOME TAXES


    The Partnership is not subject to federal or state income taxes, and
    therefore, none have been provided for in the accompanying financial
    statements.  The partners are required to include their respective shares of
    profits and losses in their individual income tax returns.


    DISTRIBUTIONS OF NET CASH FROM OPERATIONS


    Cash available for distribution, as defined by the partnership agreement,
    will be distributed to the limited partners quarterly. In accordance with
    the partnership agreement, distributions are paid first to limited partners
    holding Class A units until they have received a 10% per annum return on
    their net capital contributions, as defined. Then distributions are paid to
    the general partners until they have received 10% of the total amount thus
    far distributed. Any remaining cash available for distribution is split 90%
    to the limited partners holding Class A units and 10% to the general
    partners. No such distributions will be made to the limited partners holding
    Class B units.


    DISTRIBUTION OF SALES PROCEEDS


    Upon sales of properties, the net sales proceeds will be distributed in the
    following order:


        .  To limited partners holding units which at any time have been treated
           as Class B units until they receive an amount necessary to equal the
           net cash available for distribution received by the limited partners
           holding Class A units

        .  To limited partners on a per unit basis until each limited partner
           has received 100% of their net capital contributions, as defined

        .  To all limited partners on a per unit basis until they receive a
           cumulative 10% per annum return on their net capital contributions,
           as defined

        .  To limited partners on a per unit basis until they receive an amount
           equal to their preferential limited partner return (defined as the
           sum of a 10% per annum cumulative return on net capital contributions
           for all periods during which the units were treated as Class A units
           and a 15% per annum cumulative return on net capital contributions
           for all periods during which the units were treated as Class B units)

        .  To the general partners until they have received 100% of their
           capital contributions, as defined

        .  Then, if limited partners have received any excess limited partner
           distributions (defined as distributions to limited partners over the
           life of their investment in the Partnership in excess of their net
           capital contributions, as defined, plus their preferential limited
           partner return), to the general partners until they have received
           distributions equal to 20% of the sum of any such excess limited

                                      F-8
<PAGE>
 
           partner distributions plus distributions made to the general partners
           pursuant to this provision

        .  Thereafter, 80% to the limited partners on a per unit basis and 20%
           to the general partners


    ALLOCATION OF NET INCOME, NET LOSS, AND GAIN ON SALE


    Net income is defined as net income recognized by the Partnership, excluding
    deductions for depreciation, amortization, and cost recovery. Net income, as
    defined, of the Partnership will be allocated each year in the same
    proportion that net cash from operations is distributed to the partners. To
    the extent the Partnership's net income in any year exceeds net cash from
    operations, it will be allocated 99% to the limited partners holding Class A
    units and 1% to the general partners.

    Net loss, depreciation, amortization, and cost recovery deductions for each
    fiscal year will be allocated as follows: (a) 99% to the limited partners
    holding Class B units and 1% to the general partners until their capital
    accounts are reduced to zero; (b) then to any partner having a positive
    balance in his capital account in an amount not to exceed such positive
    balance; and (c) thereafter to the general partners.

    Gain on the sale or exchange of the Partnership's properties will be
    allocated generally in the same manner that the net proceeds from such sale
    are distributed to partners after the following allocations are made, if
    applicable: (a) allocations made pursuant to the qualified income offset
    provisions of the partnership agreement; (b) allocations to partners having
    negative capital accounts until all negative capital accounts have been
    restored to zero; and (c) allocations to limited partners holding Class B
    units in amounts equal to the deductions for depreciation, amortization, and
    cost recovery previously allocated to them with respect to the specific
    partnership property sold, but not in excess of the amount of gain on sale
    recognized by the Partnership with respect to the sale of such property.


    INVESTMENT IN JOINT VENTURE


    BASIS OF PRESENTATION. The Partnership does not have control over the
    operations of the joint venture; however, it does exercise significant
    influence. Accordingly, the Partnership's investment in the joint venture is
    recorded using the equity method of accounting.

    REAL ESTATE ASSETS.  Real estate assets held by the joint venture are stated
    at cost less accumulated depreciation.  Major improvements and betterments
    are capitalized when they extend the useful life of the related asset.  All
    repairs and maintenance are expensed as incurred.

    In March 1995, the Financial Accounting Standards Board issued 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," which is effective for fiscal years beginning after December 15, 1995.
    SFAS No. 121 establishes standards for determining when impairment losses on
    long-lived assets have occurred and how impairment losses should be
    measured.

                                      F-9
<PAGE>
 
    Management continually monitors events and changes in circumstances which
    could indicate that carrying amounts of real estate assets may not be
    recoverable. When events or changes in circumstances are present which
    indicate that the carrying amounts of real estate assets may not be
    recoverable, management assesses the recoverability of real estate assets
    under SFAS No. 121 by determining whether the carrying value of such real
    estate assets will be recovered through the future cash flows expected from
    the use of the asset and its eventual disposition. Management has determined
    that there has been no impairment in the carrying value of real estate
    assets held by the joint venture as of December 31, 1997.

    Depreciation for building and improvements is calculated using the straight-
    line method over 25 years.  Tenant improvements are amortized over the life
    of the related lease or the life of the asset, whichever is shorter.

    REVENUE RECOGNITION.  All leases on real estate assets held by the joint
    venture are classified as operating leases, and the related rental income is
    recognized on a straight-line basis over the terms of the respective leases.

    PARTNERS' DISTRIBUTIONS AND ALLOCATIONS OF PROFIT AND LOSS. Cash available
    for distribution and allocations of profit and loss to the Partnership by
    the joint venture are made in accordance with the terms of the individual
    joint venture agreement. Generally, these items are allocated in proportion
    to the partners' respective ownership interests. Cash is paid from the joint
    venture to the Partnership on a quarterly basis.

    DEFERRED LEASE ACQUISITION COSTS. Costs incurred to procure operating leases
    are capitalized and amortized on a straight-line basis over the terms of the
    related leases.


    CASH AND CASH EQUIVALENTS


    For the purposes of the statement of cash flows, the Partnership considers
    all highly liquid investments purchased with an original maturity of three
    months or less to be cash equivalents. Cash equivalents include cash and
    short-term investments. Short-term investments are stated at cost, which
    approximates fair value, and consist of investments in money market
    accounts.


    PER UNIT DATA


    Net income (loss) per unit with respect to the Partnership for the year
    ended December 31, 1997 is computed based on the weighted average number of
    units outstanding during the period.


 2. DEFERRED PROJECT COSTS


    The Partnership paid a percentage of limited partner contributions to Wells
    Capital, Inc. (the "Company"), the general partner of Wells Partners, for
    acquisition and advisory services. These payments, as stipulated by the
    partnership agreement, can be up to 5% of the limited partner contributions,
    subject to certain overall limitations contained in the partnership
    agreement. Aggregate fees paid through December 31, 1997 were $1,085,157

                                      F-10
<PAGE>
 
    and amounted to 4% of the limited partners' contributions received. These
    fees are allocated to specific properties as they are purchased or developed
    and are included in capitalized assets of the joint venture. Deferred
    project costs at December 31, 1997 represent fees not yet applied to
    properties. As of December 31, 1997, $46,670 of fees had not yet been paid
    and are included in due to affiliate in the accompanying balance sheet.


 3. DEFERRED OFFERING COSTS


    Organization and offering expenses, to the extent they exceed 5% of the
    gross proceeds, were paid by the Company and not by the Partnership.
    Organization and offering expenses do not include sales or underwriting
    commissions, but do include such costs as legal and accounting fees,
    printing costs, and other offering expenses.

    As of December 31, 1997, the Company paid organization and offering expenses
    on behalf of the Partnership in the aggregate amount of $1,614,470, of which
    the Company was reimbursed $1,356,447, which did not exceed the 5%
    limitation.  The Company absorbed the remaining $258,023 of offering and
    organization expenses which exceeded the 5% limitation.  The liability of
    $58,338 for the unpaid balance of the aforementioned expenses is included in
    due to affiliate at December 31, 1997.


 4. RELATED-PARTY TRANSACTIONS


    The Partnership entered into a property management agreement with Wells
    Management Company, Inc. ("Wells Management"), an affiliate of the general
    partners. In consideration for supervising the management of the
    Partnership's properties, the Partnership will generally pay Wells
    Management management and leasing fees equal to (a) 3% of the gross revenues
    for management and 3% of the gross revenues for leasing (aggregate maximum
    of 6%) plus a separate fee for the one-time initial lease-up of newly
    constructed properties in an amount not to exceed the fee customarily
    charged in arm's-length transactions by others rendering similar services in
    the same geographic area for similar properties or (b) in the case of
    commercial properties which are leased on a long-term net basis (ten or more
    years), 1% of the gross revenues except for initial leasing fees equal to 3%
    of the gross revenues over the first five years of the lease term.

    The Partnership incurred management and leasing fees and lease acquisition
    costs, at the joint venture level, of $856 for the year ended December 31,
    1997 which were paid to Wells Management.

    The Company performs certain administrative services for the Partnership,
    such as accounting and other Partnership administration, and incurs the
    related expenses.  Such expenses are allocated among the various Wells Real
    Estate Funds based on time spent on each fund by individual administrative
    personnel.  In the opinion of management, such allocation is a reasonable
    estimation of such expenses.

    The general partners are also general partners of other Wells Real Estate
    Funds.  As such, there may exist conflicts of interest where the general
    partners, while serving in the

                                      F-11
<PAGE>
 
    capacity as general partners of other Wells Real Estate Funds, may be in
    competition with the Partnership for tenants in similar geographic markets.


 5. INVESTMENT IN JOINT VENTURE


    The Partnership's investment and percentage ownership in the joint venture
    at December 31, 1997 is summarized as follows:


<TABLE>
<CAPTION>
                                                 AMOUNT         PERCENT
                                                ----------    ----------
<S>                                             <C>           <C>
Fund IX and X Associates                        $3,662,803        50%
                                                ==========    ==========
</TABLE>


    The following is a rollforward of the Partnership's investment in joint
    venture for the year ended December 31, 1997:


<TABLE>
<S>                                                        <C>
Investment in joint venture, beginning of year              $          0
Equity in loss of joint venture                                  (10,035)
Contributions to joint venture                                 3,672,838
                                                            ------------
Investment in joint venture, end of year                      $3,662,803
                                                            ============ 
</TABLE>



    FUND IX AND X ASSOCIATES


    On March 20, 1997, the Partnership entered into a joint venture agreement
    with Wells Real Estate Fund IX, L.P. The joint venture, Fund IX and X
    Associates, was formed to acquire, develop, operate, and sell real
    properties. On March 20, 1997, the Partnership contributed a 5.62-acre tract
    of real property in Knoxville, Tennessee, and improvements thereon, known as
    the ABB Property, to the Fund IX and X Associates joint venture. A 83,885-
    square-foot, three-story office building was constructed and commenced
    operations at the end of 1997.

                                      F-12
<PAGE>
 
   Following are the financial statements for Fund IX and X Associates:


                            FUND IX AND X ASSOCIATES
                           (A GEORGIA JOINT VENTURE)
                                 BALANCE SHEET
                               DECEMBER 31, 1997




<TABLE>
<CAPTION>
                                     Assets
<S>                                                                       <C>
Real estate assets, at cost:
 Land                                                                      $   607,930
 Building and improvements, less accumulated depreciation of $36,863         6,445,300
 Construction in progress                                                       35,622
                                                                           -----------
       Total real estate assets                                              7,088,852
Cash and cash equivalents                                                      289,171
Accounts receivable                                                             40,512
Prepaid expenses and other assets                                              329,310
                                                                           -----------
       Total assets                                                        $ 7,747,845
                                                                           ===========
                                                                         
                       Liabilities and Partners' Capital      
                                                                         
Liabilities:                                                             
 Accounts payable                                                          $   379,770
 Due to affiliates                                                               2,479
                                                                           ----------- 
       Total liabilities                                                       382,249
                                                                           -----------
Partners' Capital:                                                             
 Wells Real Estate Fund IX                                                   3,702,793
 Wells Real Estate Fund X                                                    3,662,803
                                                                           ----------- 
       Total partners' capital                                               7,365,596
                                                                           -----------
       Total liabilities and partners' capital                              $7,747,845
                                                                           ===========

</TABLE> 


                                      F-13
<PAGE>
 


                            FUND IX AND X ASSOCIATES
                           (A GEORGIA JOINT VENTURE)
                               STATEMENT OF LOSS
                 FOR THE PERIOD FROM INCEPTION (MARCH 20, 1997)
                              TO DECEMBER 31, 1997

                                        

<TABLE>
<CAPTION>
<S>                                                                                        <C>
Revenues:
 Rental income                                                                                 $ 28,512
                                                                                             ----------
Expenses:
 Depreciation                                                                                    36,863
 Management and leasing fees                                                                      1,711
 Operating costs, net of reimbursements                                                          10,118
                                                                                             ----------
                                                                                                 48,692
                                                                                             ----------
Net loss                                                                                       $(20,180)
                                                                                             ==========
Net loss allocated to Wells Real Estate Fund IX                                                $(10,145)
                                                                                             ==========
Net loss allocated to Wells Real Estate Fund X                                                 $(10,035)
                                                                                             ==========

</TABLE>
                            FUND IX AND X ASSOCIATES
                           (A GEORGIA JOINT VENTURE)
                         STATEMENT OF PARTNERS' CAPITAL
                 FOR THE PERIOD FROM INCEPTION (MARCH 20, 1997)
                              TO DECEMBER 31, 1997
<TABLE> 
<CAPTION>                                                                       
                                                  WELLS REAL      WELLS REAL        TOTAL    
                                                    ESTATE          ESTATE        PARTNERS' 
                                                   FUND IX          FUND X         CAPITAL   
                                                 ----------       ----------       ----------
<S>                                              <C>              <C>               <C> 
Balance, December 31, 1996                               $0               $0               $0
 Net loss                                           (10,145)         (10,035)         (20,180)   
 Partnership contributions                        3,712,938        3,672,838        7,385,776   
                                                 ----------       ----------       ----------
Balance, December 31, 1997                       $3,702,793       $3,662,803       $7,365,596   
                                                 ==========       ==========       ==========
</TABLE> 


                                      F-14
<PAGE>
 
 
                            FUND IX AND X ASSOCIATES
                           (A GEORGIA JOINT VENTURE)
                            STATEMENT OF CASH FLOWS
                 FOR THE PERIOD FROM INCEPTION (MARCH 20, 1997)
                              TO DECEMBER 31, 1997

<TABLE>
<CAPTION>
<S>                                                                <C> 
Cash flows from operating activities:
 Net loss                                                           $(20,180)
                                                                  ----------
Adjustments to reconcile net loss to net cash provided by 
  operating activities:
     Depreciation                                                     36,863
Changes in assets and liabilities:
       Accounts receivable                                           (40,512)
       Prepaid expenses and other assets                            (329,310)
       Accounts payable                                              379,770
       Due to affiliates                                               2,479
                                                                  ----------
         Total adjustments                                            49,290
                                                                  ----------
         Net cash provided by operating activities                    29,110
Cash flows from investing activities:
 Investment in real estate from partners                          (5,715,847)

Cash flows from financing activities:
 Contributions received from partners                              5,975,908
                                                                  ----------
Net increase in cash and cash equivalents                            289,171

Cash and cash equivalents, beginning of period                             0
                                                                  ----------
Cash and cash equivalents, END OF PERIOD                            $289,171
                                                                  ==========

Supplemental disclosure of noncash activities:
   Deferred project costs applied by partners, net of 
    deferred project costs transferred                            $  318,981
                                                                  ==========
   Contribution of real estate assets                             $1,090,887
                                                                  ==========
</TABLE> 

 6. INCOME TAX BASIS NET INCOME AND PARTNERS' CAPITAL

   The Partnership's income tax basis net income for the year ended December 31,
   1997 is calculated as follows:
Financial statement net income                                      $278,025
Increase in net income resulting from:
 Expenses deducted for financial reporting purposes, 
  capitalized for income tax purposes                                104,518
                                                                  ----------
Income tax basis net income                                         $382,543
                                                                  ==========

                                      F-15


<PAGE>
 

 
   The Partnership's income tax basis partners' capital at December 31, 1997 is
   computed as follows:


Financial statement partners' capital                           $23,075,040
Increase in partners' capital resulting from:               
   Depreciation expense for financial reporting             
     purposes in excess of amounts                          
     for income tax purposes                                
   Syndication costs                                              4,038,088
   Expenses deducted for financial reporting purposes,      
    capitalized for income tax purposes                             104,518
   Partnership's distributions payable                              294,309
                                                                -----------
Income tax basis partners' capital                              $27,511,955
                                                                ===========


 7. RENTAL INCOME


   The future minimum rental income due from the Partnership's respective
   ownership interest in the joint ventures under noncancelable operating leases
   at December 31, 1997 is as follows:


         Year ended December 31:
           1998                                    $  323,125
           1999                                       323,125
           2000                                       323,125
           2001                                       323,125
           2002                                       323,125
         Thereafter                                 1,791,511
                                                  -----------
                                                   $3,407,136
                                                  ===========

   One tenant contributed 100% of rental income, which is included in equity in
   loss of joint venture, for the year ended December 31, 1997 and will
   contribute 100% of future minimum rental income.


   The future minimum rental income due Fund IX and X Associates under
   noncancelable operating leases at December 31, 1997 is as follows:

       Year ended December 31:                     
        1998                                         $646,250  
        1999                                          646,250 
        2000                                          646,250 
        2001                                          646,250 
        2002                                          646,250 
       Thereafter                                   3,583,021 
                                                   ----------
                                                   $6,814,271 
                                                   ==========

   One tenant contributed 100% of rental income for the year ended December 31,
   1997 and will contribute 100% of future minimum rental income.

                                      F-16

<PAGE>
 
 
 8. QUARTERLY RESULTS (UNAUDITED)


   Presented below is a summary of the unaudited quarterly financial information
   for the year ended December 31, 1997:


<TABLE>
<CAPTION>
                                                                                                  
                                                                      QUARTER ENDED
                                                 -------------------------------------------------  
                                                 MARCH 31     JUNE 30   SEPTEMBER 30    DECEMBER 31    
                                                 --------    --------    -----------    -----------             
<S>                                              <C>         <C>        <C>             <C>
Revenues                                          $10,000     $78,462     $120,514        $163,531
Net (loss) income                                  (4,397)     52,137       97,473         132,812
Net (loss) income allocated to general
  limited partners                                    (44)         44            0            (162)
Net income allocated to Class A 
  limited partners                                      0      47,740       97,473         157,649
Net (loss) income allocated to 
  Class B limited partners                         (4,353)      4,353            0         (24,675)
Net income (loss) per weighted average 
 Class A limited partner unit outstanding (a)       $0.00       $0.09        $0.09           $0.08
Net (loss) income per weighted average 
 Class B limited partner unit (a)                   (0.05)       0.05         0.00           (0.05)
Cash distribution per Class A limited 
  partner unit (a)                                   0.00        0.00         0.00            0.15


</TABLE> 

(a) The totals of the four quarterly amounts for the year ended December 31,
    1997 do not equal the totals for the year. This difference results from the
    use of a weighted average to compute the number of units outstanding for
    each quarter and the year.


 9. COMMITMENTS AND CONTINGENCIES


   Management, after consultation with legal counsel, is not aware of any
   significant litigation or claims against the Partnership or the Company.  In
   the normal course of business, the Partnership or the Company may become
   subject to such litigation or claims.

                                      F-17

<PAGE>
 
                         WELLS REAL ESTATE FUND X, L.P.

                     (A GEORGIA PUBLIC LIMITED PARTNERSHIP)


       SCHEDULE III--REAL ESTATE INVESTMENTS AND ACCUMULATED DEPRECIATION

                               DECEMBER 31, 1997




<TABLE>
<CAPTION>
                                          INITIAL COST                    GROSS AMOUNT AT WHICH CARRIED AT DECEMBER 31, 1997
                                     -----------------------   COSTS OF   --------------------------------------------------
                                              BUILDINGS AND   CAPITALIZED            BUILDINGS AND  CONSTRUCTION
    DESCRIPTION         ENCUMBRANCES  LAND    IMPROVEMENTS   IMPROVEMENTS    LAND    IMPROVEMENTS   IN PROGRESS    TOTAL    
---------------------   ----------- --------  -------------  ------------ ---------  -------------  ------------ -----------
<S>                     <C>         <C>       <C>             <C>           <C>       <C>           <C>          <C>      
KNOXVILLE PROPERTY (A)     None     $582,897       $0         $6,542,818   $607,930   $6,482,163       $35,622    $7,125,715 
                                    ========   ============  ===========   ========   ==========     ===========  ==========
</TABLE>
 
<TABLE> 
<CAPTION> 
                                                                    LIFE ON WHICH
                              ACCUMULATED     DATE OF       DATE     DEPRECIATION
    DESCRIPTION              DEPRECIATION   CONSTRUCTION  ACQUIRED  IS COMPUTED(g)
-----------------------      ------------  -------------  --------  --------------
<S>                           <C>          <C>            <C>        <C> 
KNOXVILLE PROPERTY (A)          $36,863        1997       12/10/96   20 to 25 years
                             ============    


</TABLE> 
(a) The Knoxville Property is a 5.622-acre tract of real property under
    construction in Knoxville, Tennessee. It is owned by Fund IX and X
    Associates. The Partnership owned a 50% interest in Fund IX and X Associates
    at December 31, 1997.

(b) Depreciation lives used for buildings are 25 years. Depreciation lives used
    for land improvements are 20 years.

                                      S-1
<PAGE>
 
                         WELLS REAL ESTATE FUND X, L.P.

                     (A GEORGIA PUBLIC LIMITED PARTNERSHIP)


       SCHEDULE III--REAL ESTATE INVESTMENTS AND ACCUMULATED DEPRECIATION

                               DECEMBER 31, 1997




                                                               ACCUMULATED  
                                                COST           DEPRECIATION
                                             ----------           ----------
BALANCE AT DECEMBER 31,1996                  $        0           $        0

  1997 additions                                                      
                                              7,125,715               36,863
                                             ----------           ----------
BALANCE AT DECEMBER 31, 1997                 $7,125,715           $   36,863
                                             ==========           ==========

                                      S-2
<PAGE>
 
                                 EXHIBIT INDEX
                                 -------------



                       (Wells Real Estate Fund X, L.P.)


  The following documents are filed as exhibits to this report.  Those exhibits
previously filed and incorporated herein by reference are identified below by an
asterisk.  For each such asterisked exhibit, there is shown below the
description of the previous filing.  Exhibits which are not required for this
report are omitted.

EXHIBIT
NUMBER   DESCRIPTION OF DOCUMENT
------   -----------------------


*3(a)    Amended and Restated Agreement of Limited Partnership of Wells Real
         Estate Fund X, L.P. (Exhibit 3(a) to Form S-11 Registration Statement
         of Wells Real Estate  Fund X, L.P. and Wells Real Estate Fund XI, L.P.,
         File No. 333-7979).



*3(b)    Certificate of Limited Partnership of Wells Real Estate Fund X, L.P.
         (Exhibit 3(b) to Form S-11 Registration Statement of Wells Real Estate
         Fund X, L.P. and Wells Real Estate Fund XI, L.P., File No. 333-7979).



*10(a)   Leasing and Tenant Coordinating Agreement between Wells Real Estate
         Fund X, L.P. and Wells Management Company, Inc. (Exhibit 10(d) to Form
         S-11 Registration Statement of Wells Real Estate Fund X, L.P. and Wells
         Real Estate Fund XI, L.P., File No. 333-7979).



*10(b)   Management Agreement between Wells Real Estate Fund X, L.P. and Wells
         Management Company, Inc. (Exhibit 10(e)  to Form S-11 Registration
         Statement of Wells Real Estate Fund X, L.P. and Wells Real Estate Fund
         XI, L.P., File No. 333-7979).



*10(c)   Custodial Agency Agreement between Wells Real Estate Fund X, L.P. and
         The Bank of New York (Exhibit 10(f) to Form S-11 Registration Statement
         of Wells Real Estate Fund X, L.P. and Wells Real Estate Fund XI, L.P.,
         File No. 333-7979).



*10(d)   Joint Venture Agreement of Fund IX and Fund X Associates dated March
         20, 1997 (Exhibit 10(g) to Post-Effective Amendment No. 1 to Form S-11
         Registration Statement of Wells Real Estate Fund X, L.P. and Wells Real
         Estate Fund XI, L.P., File No. 333-7979).



*10(e)   Lease Agreement dated December 10, 1996, between Wells Real Fund IX,
         L.P. and ABB Flakt, Inc. (Exhibit 10(kk) to Post-Effective Amendment
         No. 13 to Form S-11 Registration Statement of Wells Real Estate Fund
         VIII, L.P. and Wells Real Estate Fund IX, L.P., File No. 33-83852).
<PAGE>
 
EXHIBIT
NUMBER   DESCRIPTION OF DOCUMENT
------   -----------------------



*10(f)   Development Agreement dated December 10, 1996, between Wells Real Fund
         Fund IX, L.P. and ADEVCO Corporation (Exhibit 10(ll) to Post-Effective
         Amendment No. 13 to Form S-11 Registration Statement of Wells Real
         Estate Fund VIII, L.P. and Wells Real Estate Fund IX, L.P., File No.
         33-83852).



*10(g)   Owner-Contractor Agreement dated November 1, 1996, between Wells Real
         Estate Fund IX, L.P. and Integra Construction, Inc. (Exhibit 10(mm) to
         Post-Effective Amendment No. 13 to Form S-11 Registration Statement of
         Wells Real Estate Fund VIII, L.P. and Wells Real Estate Fund IX, L.P.,
         File No. 33-83852).



*10(h)   Agreement for the Purchase and Sale of Real Property dated May 30,
         1997, between Fund IX and Fund X Associates and Wells Development
         Corporation (Exhibit 10(k) to Post-Effective Amendment No. 2 to Form S-
         11 Registration Statement of Wells Real Estate Fund X, L.P. and Wells
         Real Estate Fund XI, L.P., File No. 333-7979).

*10(i)   Net Lease Agreement dated May 30, 1997, between Wells Development
         Corporation and Lucent Technologies, Inc. (Exhibit 10(l) to Post-
         Effective Amendment No. 2 to Form S-11 Registration Statement of Wells
         Real Estate Fund X, L.P. and Wells Real Estate Fund XI, L.P., File No
         333-7979).

*10(j)   Development Agreement dated May 30, 1997, between Wells Development
         Corporation and ADEVCO Corporation. (Exhibit 10(m) to Post-Effective
         Amendment No. 2 to Form S-11 Registration Statement of Wells Real
         Estate Fund X, L.P. and Wells Real Estate Fund XI, L.P., File No 333-
         7979).