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

                Annual Report Pursuant to Section 13 or 15(d) of
                         Securities Exchange Act of 1934

For the year ended December 31, 2005              Commission File Number 0-10272

            WINTHROP RESIDENTIAL ASSOCIATES I, A LIMITED PARTNERSHIP
            --------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)

         Maryland                                             04-2720493
-----------------------                               --------------------------
(State of Organization)                               (I.R.S. Employer I.D. No.)

7 Bulfinch Place, Suite 500, P.O. Box 9507, Boston, Massachusetts        02114
-----------------------------------------------------------------     ----------
         (Address of principal executive offices)                     (Zip Code)

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

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

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

                      Units of Limited Partnership Interest
                      -------------------------------------
                                 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 |_|

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-B is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-KSB or any amendment to
this Form 10-KSB. |X|

Registrant's revenues for its most recent fiscal year were $7,000.

No market for the Limited Partnership Units exists and therefore, a market value
for such Units cannot be determined.

                       DOCUMENTS INCORPORATED BY REFERENCE

                                      None

<PAGE>

      Certain matters discussed herein are forward-looking statements. We have
based these forward-looking statements on our current expectations and
projections about future events. Certain, but not necessarily all, of such
forward-looking statements can be identified by the use of forward-looking
terminology, such as "believes," "expects," "will," "should," "estimates," or
"anticipates," or the negative thereof or other variations thereof or comparable
terminology. All forward-looking statements involve known and unknown risks,
uncertainties and other factors which may cause our actual transactions,
results, performance or achievements to be materially different from any future
transactions, results, performance or achievements expressed or implied by such
forward- looking statements. Although we believe the expectations reflected in
such forward-looking statements are based upon reasonable assumptions, we can
give no assurance that our expectations will be attained or that any deviations
will not be material. We disclaim any obligations or undertaking to publicly
release any updates or revisions to any forward-looking statement contained in
this annual report on Form 10-KSB to reflect any change in our expectations with
regard thereto or any change in events, conditions or circumstances on which any
such statement is based.

                                     PART I

Item 1. Description of Business.

Development

      Winthrop Residential Associates I ("WRA I") was originally organized under
the Uniform Limited Partnership Act of the State of Maryland on January 30,
1981, for the purpose of investing, as a limited partner, in other limited
partnerships which would develop, manage, own, operate and otherwise deal with
apartment complexes assisted by Federal, state or local government agencies
("Local Limited Partnerships") pursuant to programs which do not significantly
restrict distributions to owners or the rates of return on investments in such
complexes. On June 23, 1983, WRA I elected to comply with and be governed by the
Maryland Revised Uniform Limited Partnership Act (the "Act") and filed its
Agreement and Certificate of Limited Partnership (the "Partnership Agreement")
with the Maryland State Department of Assessments and Taxation. In accordance
with and upon filing its certificate of limited partnership pursuant to the Act,
WRA I changed its name to Winthrop Residential Associates I, A Limited
Partnership (the "Partnership").

      The General Partners of the Partnership are One Winthrop Properties, Inc.,
a Massachusetts corporation ("One Winthrop" or the "Managing General Partner"),
and Linnaeus-Hampshire Realty Limited Partnership (formerly known as
Linnaeus-Hampshire Realty Company), a Massachusetts limited partnership
("Linnaeus-Hampshire"). One Winthrop is a wholly-owned subsidiary of First
Winthrop Corporation ("First Winthrop"), a Delaware corporation. See "Employees"
below.

      The only business of the Partnership is investing as a limited partner in
other limited partnerships that own apartment complexes originally subsidized by
the U.S. Department of Housing and Urban Development ("HUD"). The Partnership
initially acquired equity interests in


                                       2
<PAGE>

the form of limited partnership interests in 16 Local Limited Partnerships
owning and operating apartment complexes. The Partnership completed its
acquisitions in May 1982. At December 31, 2005, the Partnership retained an
interest in three Local Limited Partnerships.

      Of the original 16 Local Limited Partnerships, at March 15, 2006, 15 Local
Limited Partnerships have either sold or lost their properties through
foreclosure including Stonegate Apartments which had its property foreclosed
upon in March 2006, and College Green Apartments, in which the Partnership sold
its 95% limited partnership interest in January 2006 for a purchase price of
$1,200,000.

      The Partnership has been advised by the general partner of Stonegate
Apartments that the lender took possession of the property on March 6, 2006. As
of February 2006, the property was unable to meet its debt service requirements
and was therefore in default with regards to the mortgage encumbering the
property. The general partner of Stonegate made several efforts to negotiate a
workout with the lender which was summarily dismissed by the lender. Efforts to
find a purchaser for the property were unsuccessful. A foreclosure sale has been
scheduled for April 7, 2006 at which time it is expected that the property will
be lost to the lender or a third party bidder.

Employees

      The Partnership has no employees. From December 1997 to September 2005,
Coordinated Services of Valdosta, LLC ("Coordinated Services") provided asset
management and investor services to the Partnership pursuant to a Services
Agreement. As a result of this agreement, Coordinated Services had the right to
direct the day to day affairs of the Partnership, including, without limitation,
reviewing and analyzing potential sale, refinancing or restructuring proposals
by the Operating Partnership, preparation of all Partnership reports,
maintaining Partnership records and maintaining bank accounts of the
Partnership. Coordinated Services was not permitted, however, without the
consent of the Managing General Partner, or as otherwise required under the
terms of the Partnership's Agreement of Limited Partnership (the "Partnership
Agreement") to, among other things, cause the Partnership to consent to a sale
of an asset or cause the Partnership to file for bankruptcy. As compensation for
providing these services, the Managing General Partner and its affiliates
assigned to Coordinated Services all of their right to receive fees from the
Partnership as provided in the Partnership Agreement, which fee is paid directly
from the Operating Partnership. On September 1, 2005, the agreement with
Coordinated Services was terminated and the Managing General Partner is now
directly responsible for providing the asset management and investor services to
the Partnership.


                                       3
<PAGE>

Item 2. Description of Properties.

      The following table sets forth certain information regarding the remaining
Local Limited Partnership in which the Partnership has retained an interest and
which continues to own an apartment property as of March 15, 2006:

                                                   Date of
      Property Name               Location      Acquisition(1)   Number of Units
      -------------               --------      --------------   ---------------

      Lynnwood Park Apartments    Raleigh, NC      9/28/81             152

(1)   Represents the date on which the Partnership made its initial investment
      in the Local Limited Partnership

      The following table sets forth information relating to the first mortgage
encumbering the property owned by Lynnwood Park Apartments:

<TABLE>
<CAPTION>
     Principal Balance at                                                                           Principal Balance
      December 31, 2005             Interest Rate       Period Amortized        Maturity Date        Due at Maturity
      -----------------             -------------       ----------------        -------------        ---------------
<S>                                     <C>                 <C>                   <C> <C>                   <C>
          $3,620,000                    6.74%               20 years              7/1/2019                  (1)
</TABLE>

(1)   Self-amortizing loan.

      The Partnership holds a 50% limited partnership ownership interest in
Lynndale Apartments, Ltd, the Local Limited Partnership that owns Lynnwood Park
Apartments.

      As of March 15, 2006, the Lynndale Apartments had no plans for substantial
renovation, improvement or development of its property. Lynndale Park Apartments
is adequately covered by insurance.

      The following chart provides comparative data for the remaining Local
Limited Partnership regarding occupancy rates and average market rental rates
per apartment unit, for the last two years:

                                  Average Monthly         Average Monthly Rental
                                   Occupancy Rate             Rate per Unit
                                   --------------             -------------
Property                         2005          2004         2005         2004
--------                         ----          ----         ----         ----

Lynnwood Park Apartments         92.1%          89%         $611         $581


                                       4
<PAGE>

      Set forth below is a table showing the gross carrying value and
accumulated depreciation and federal tax basis of the Partnership's remaining
property as of December 31, 2005 (in thousands):

                             Gross                                       Federal
                            Carrying   Accumulated                         Tax
Property                     Value     Depreciation     Rate     Method   Basis
--------                     -----     ------------     ----     ------   -----

Lynnwood Park Apartments     $4,439       $4,056      5-25 yrs.    S/L     $182

Item 3. Legal Proceedings.

      The Partnership is not a party, nor are any of the Local Limited
Partnerships subject, to any material pending legal proceedings.

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

      No matter was submitted to a vote of security holders during the period
covered by this report.


                                       5
<PAGE>

                                     PART II

Item 5. Market for the Registrant's Common Stock and Related Stockholder
Matters.

      The Partnership is a partnership and thus has no common stock. There is no
active market for the Units. Trading in the Units is sporadic and occurs solely
through private transactions.

      As of March 1, 2006, there were 2,606 holders of Units holding 25,595
units.

      The Partnership Agreement requires that any Cash Available for
Distribution (as defined in said agreement) be distributed monthly or quarterly
to the Partners in specified proportions and priorities. There are no outside
restrictions on the Partnership's present or future ability to make
distributions of Cash Available for Distribution. There was no Cash Available
for Distribution in 2005 or 2004.

      Over the past few years many companies have begun making "mini-tenders"
(offers to purchase an aggregate of less than 5% of the total outstanding units)
for limited partnership interests in the Partnership. Pursuant to the rules of
the Securities and Exchange Commission, when a tender offer is commenced for
Units, the Partnership is required to provide limited partners with a statement
setting forth whether it believes limited partners should tender or whether it
is remaining neutral with respect to the offer. Unfortunately, although the
Securities and Exchange Commission has stated that a copy of any offer should be
sent by the bidder to the Partnership, the rules of the Securities and Exchange
Commission do not require that the bidders in certain tender offers provide the
Partnership with a copy of their offer. As a result, the Managing General
Partner often does not become aware of such offers until shortly before they are
scheduled to expire or even after they have expired. Accordingly, the Managing
General Partner does not have sufficient time to advise of its position on the
tender. In this regard, please be advised that pursuant to the discretionary
right granted to the Managing General Partner in the Partnership Agreement to
reject any transfers of units, the Managing General Partner will not permit the
transfer of any Unit in connection with a tender offer if: (i) the Partnership
is not provided with a copy of the bidder's offering materials, including
amendments thereto, simultaneously with their distribution to the limited
partners; (ii) the offer does not provide for withdrawal rights at any time
prior to the expiration date of the offer and, if payment is not made by the
bidder within 60 days of the date of the offer, after such 60 day period; and
(iii) the offer is not open for at least 20 business days and, if a material
change is made to the offer, for at least 10 business days following such
change.


                                       6
<PAGE>

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

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

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

Liquidity and Capital Resources

      At December 31, 2005, the Partnership had investments in three Local
Limited Partnerships, each of which owns one apartment complex. Subsequent to
December 31, 2005, the lender to one of the Local Limited Partnership's property
took possession of the property and it is expected that the property will be
lost through foreclosure.The Partnership sold its limited partnership interest
in another Local Limited Partnership for a purchase price of $1,200,000. The
Partnership expects to distribute the proceeds of this sale to its partners
during the first quarter of 2006. As a result, the Partnership retains an
interest (50%) in one Local Limited Partnership that owns an apartment complex
in Raleigh, North Carolina.

      The level of liquidity based on cash and cash equivalents experienced a
$108,000 decrease for the year ended December 31, 2005 as compared to December
31, 2004, as a result of $108,000 of cash used in operating activities. At
December 31, 2005, the Partnership had $260,000 in cash and cash equivalents,
which have been invested primarily in repurchase agreements and a money market
account.

      The Partnership's primary source of income is distributions from the Local
Limited Partnerships. The Partnership requires cash to pay general and
administrative expenses and to make capital contributions to any of the Local
Limited Partnerships which the managing general partner deems to be in the
Partnership's best interest to preserve its ownership interest. To date, all
cash requirements have been satisfied by interest income, cash distributed by
the Local Limited Partnerships to the Partnership or by loans.

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


                                       7
<PAGE>

Results of Operations

      The Partnership's net loss was $106,000 for the year ended December 31,
2005, as compared to a net loss $94,000 for the year ended December 31, 2005.
The increase was the result of an increase in expenses of $13,000 which was
partially offset by an increase in income of $1,000.

      Income increased due to an increase of other income of $1,000. Expenses
increased $13,000 due to an increase in various general and administrative
expenses.

Quantitative and Qualitative Disclosures of Market Risk

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

Recently Issued Accounting Standards and Pronouncements

      In March 2005, the FASB issued Financial Interpretation No. 47,
"Accounting for Conditional Asset Retirement Obligations - an Interpretation of
FASB Statement No. 143," which specifies the accounting treatment for
obligations associated with the sale or disposal of an asset when there are
legal requirements attendant to such a disposition.The Partnership adopted this
pronouncement in 2005, as required, but there was no impact as there are no
legal obligations associated with the future sale of any properties.

      In May 2005, the FASB issued SFAS No. 154, "Accounting Changes and Error
Corrections - A Replacement of APB Opinion No. 20 and SFAS No. 3". SFAS No. 154
changes the requirements for the accounting and reporting of a change in
accounting principle by requiring retrospective application to prior period
financial statements of the change in accounting principle, unless it is
impracticable to do so. SFAS No. 154 also requires that a change in depreciation
and amortization for long-lived, non financial assets be accounted for as a
change in accounting estimate affected by a change in accounting principle. SFAS
No. 154 is effective for accounting changes and correction of errors made in
fiscal years beginning after December 15, 2005. The Partnership does not believe
that the adoption of SFAS No. 154 will have a material effect on the
Partnership's financial statements.

      In June 2005, the FASB ratified the EITF's consensus on Issue 04-5,
"Determining Whether a General Partner, or the General Partners as a Group,
Controls a Limited Partnership or Similar Entity When the Limited Partners Have
Certain Rights." Issue 04-5 provides a framework for determining whether a
general partner controls, and should consolidate, a limited partnership or a
similar entity. It became effective for all newly formed limited partnerships
and for any pre-existing limited partnerships that modify their partnership
agreements after June 29, 2005. General partners of all other limited
partnerships will apply the consensus no later than the beginning of the first
reporting period in fiscal years beginning after December 15, 2005. The
Partnership does not believe that the adoption of the consensus in EITF 04-5
will have a material effect on the Partnership's financial statements.


                                       8
<PAGE>

Item 7. Financial Statements

            WINTHROP RESIDENTIAL ASSOCIATES I, A LIMITED PARTNERSHIP

                              FINANCIAL STATEMENTS

                     YEARS ENDED DECEMBER 31, 2005 and 2004

                                      INDEX

                                                                            Page
                                                                            ----

Report of Independent Registered Public Accounting Firm......................10

Financial Statements:

Balance Sheets as of December 31, 2005 and 2004..............................11

Statements of Operations for the Years Ended
     December 31, 2005 and 2004..............................................12

Statements of Partners' Capital for the Years Ended
     December 31, 2005 and 2004..............................................13

Statements of Cash Flows for the Years Ended
     December 31, 2005 and 2004..............................................14

Notes to Financial Statements................................................15


                                       9
<PAGE>

             Report of Independent Registered Public Accounting Firm

To the Partners
Winthrop Residential Associates I, A Limited Partnership

We have audited the accompanying balance sheets of Winthrop Residential
Associates I, A Limited Partnership (the "Partnership") (a Maryland limited
partnership) as of December 31, 2005 and 2004, and the related statements of
operations, partners' capital and cash flows for the years then ended. These
financial statements are the responsibility of the Partnership's management. Our
responsibility is to express an opinion on these financial statements based on
our audits. We did not audit the financial statements of a certain Local Limited
Partnership, the investment in which is reflected in the accompanying financial
statements using the equity method of accounting and was written down to zero
(see Note 1). That statement was audited by another auditor whose report has
been furnished to us, and in our opinion, insofar as it relates to the amounts
included for that Local Limited Partnership, is based solely on the report of
the other auditor.

We conducted our audits in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. The Partnership is not required to
have, nor were we engaged to perform, an audit of its internal control over
financial reporting. Our audit included consideration of internal control over
financial reporting as a basis for designing audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the Partnership's internal control over
financial reporting. Accordingly, we express no such opinion. 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 and the report of the other auditor provides a reasonable basis for our
opinion.

In our opinion, based on our audits and the report of the other auditor, the
financial statements referred to above present fairly, in all material respects,
the financial position of Winthrop Residential Associates I, A Limited
Partnership as of December 31, 2005 and 2004, and the results of its operations
and its cash flows for the years then ended, in conformity with accounting
principles generally accepted in the United States of America.


                                                  /s/ Imowitz Koenig & Co., LLP

New York, New York
March 20, 2006


                                       10
<PAGE>

              WINTHROP RESIDENTIAL ASSOCIATES I LIMITED PARTNERSHIP
                                 BALANCE SHEETS
                        (In Thousands, Except Unit Data)

<TABLE>
<CAPTION>
                                                                        December 31,

                                                                   2005              2004
                                                               ------------      ------------
<S>                                                            <C>               <C>
Assets

Cash and cash equivalents                                      $        260      $        368
                                                               ------------      ------------

         Total Assets                                          $        260      $        368
                                                               ============      ============

Liabilities and Partners' Capital

Liabilities:

Accrued expenses                                               $         11      $         13
                                                               ------------      ------------

      Total Liabilities                                                  11                13
                                                               ------------      ------------

Partners' capital:

Limited Partners -
      Units of Limited Partnership Interest, $1,000
      stated value per unit; 25,676 units authorized;
      25,595 units issued and outstanding                             1,354             1,455
General Partners' deficit                                            (1,105)           (1,100)
                                                               ------------      ------------

         Total Partners' Capital                                        249               355
                                                               ------------      ------------

         Total Liabilities and Partners' Capital               $        260      $        368
                                                               ============      ============
</TABLE>

                       See notes to financial statements.


                                       11
<PAGE>

              WINTHROP RESIDENTIAL ASSOCIATES I LIMITED PARTNERSHIP
                            STATEMENTS OF OPERATIONS
                        (In Thousands, Except Unit Data)

                                                     Years Ended December 31,

                                                      2005             2004
                                                  ------------     ------------

Income:

Interest                                          $          3     $          3
Other income                                                 4                3
                                                  ------------     ------------

         Total income                                        7                6
                                                  ------------     ------------

Expenses:

General and adminstrative                                  113              100
                                                  ------------     ------------

         Total expenses                                    113              100
                                                  ------------     ------------

Net loss                                          $       (106)    $        (94)
                                                  ============     ============

Net loss allocated to General Partners            $         (5)    $         (5)
                                                  ============     ============

Net loss allocated to Limited Partners            $       (101)    $        (89)
                                                  ============     ============

Net loss per Unit of Limited Partnership
   Interest                                       $      (3.95)    $      (3.48)
                                                  ============     ============

                       See notes to financial statements.


                                       12
<PAGE>

              WINTHROP RESIDENTIAL ASSOCIATES I LIMITED PARTNERSHIP
                         STATEMENTS OF PARTNERS' CAPITAL
                     YEARS ENDED DECEMBER 31, 2005 AND 2004
                        (In Thousands, Except Unit Data)

<TABLE>
<CAPTION>
                                       Units of
                                        Limited          General           Limited            Total
                                      Partnership       Partners'         Partners'         Partners'
                                       Interest          Deficit           Capital           Capital
                                     ------------     ------------      ------------      ------------
<S>                                        <C>        <C>               <C>               <C>
Balance - January 1, 2004                  25,595     $     (1,095)     $      1,544      $        449

    Net loss                                   --               (5)              (89)              (94)
                                     ------------     ------------      ------------      ------------

Balance - December 31, 2004                25,595     $     (1,100)     $      1,455      $        355

    Net loss                                   --               (5)             (101)             (106)
                                     ------------     ------------      ------------      ------------

Balance - December 31, 2005                25,595     $     (1,105)     $      1,354      $        249
                                     ============     ============      ============      ============
</TABLE>

                       See notes to financial statements.


                                       13
<PAGE>

              WINTHROP RESIDENTIAL ASSOCIATES I LIMITED PARTNERSHIP
                            STATEMENTS OF CASH FLOWS
                                 (In Thousands)

                                                      Years Ended December 31,

                                                        2005            2004
                                                     ----------      ----------

Cash Flows From Operating Activities:

Net loss                                             $     (106)     $      (94)

Changes in liabilities:
     Decrease in accrued expenses                            (2)             --
                                                     ----------      ----------

     Net cash used in operating activities                 (108)            (94)
                                                     ----------      ----------

Net decrease in cash and cash equivalents                  (108)            (94)

Cash and cash equivalents, beginning of year                368             462
                                                     ----------      ----------

Cash and cash equivalents, end of year               $      260      $      368
                                                     ==========      ==========

                       See notes to financial statements.


                                       14
<PAGE>

            WINTHROP RESIDENTIAL ASSOCIATES I, A LIMITED PARTNERSHIP

                          NOTES TO FINANCIAL STATEMENTS
                     YEARS ENDED DECEMBER 31, 2005 AND 2004

1.    ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

      Organization

      Winthrop Residential Associates I, A Limited Partnership (the
      "Partnership") was organized on January 30, 1981 under the Uniform Limited
      Partnership Act of the State of Maryland to invest in limited partnerships
      (the "Local Limited Partnerships") that develop, manage, operate and
      otherwise deal in government-assisted apartment complexes. At December 31,
      2005, the Partnership has investments in three Local Limited Partnerships,
      each of which owns one apartment complex. One property is located in
      Michigan and two properties are located in North Carolina. See "Subsequent
      Events."

      The Partnership was capitalized with approximately $25,667,000 of
      contributions representing 25,666 investor limited partnership units. The
      offering closed in September 1981. The general partners and the initial
      limited partner (10 units) contributed $12,000. At December 31, 2005 and
      2004 there were 25,595 limited partnership units issued and outstanding.

      The managing general partner (the "Managing General Partner") of the
      Partnership is One Winthrop Properties, Inc.

      Cash and Cash Equivalents

      The Partnership considers all highly liquid investments with an original
      maturity of three months or less at the time of purchase to be cash
      equivalents. The carrying amount of cash and cash equivalents approximates
      its fair value due to the short term nature of such instruments.

      Use of Estimates

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

      Investments in Local Limited Partnerships

      The Partnership accounts for its investment in each Local Limited
      Partnership using the equity method. Under the equity method of
      accounting, the investment cost is subsequently adjusted by the
      Partnership's share of the Local Limited Partnership's results of
      operations and by distributions received. Equity in the loss of Local
      Limited Partnerships is not recognized to the extent that the investment
      balance would become negative since the Partnership is not obligated to
      advance funds to the Local Limited Partnerships.


                                       15
<PAGE>

            WINTHROP RESIDENTIAL ASSOCIATES I, A LIMITED PARTNERSHIP

                          NOTES TO FINANCIAL STATEMENTS
                     YEARS ENDED DECEMBER 31, 2005 AND 2004
                                   (Continued)

1.    ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

      Net Loss Per Limited Partnership Unit

      Net loss per limited partnership unit is computed by dividing net loss
      allocated to the limited partners by the 25,595 units outstanding.

      Income Taxes

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

      Concentration of Credit Risk

      Principally all of the Partnership's cash and cash equivalents consist of
      repurchase agreements and a money market account, with original maturity
      dates of three months or less.

      Segment Reporting

      The Partnership has one reportable segment, residential real estate. The
      Partnership evaluates performance based on net operating income, which is
      income before depreciation, amortization, interest and non-operating
      items.

      Recently Issued Accounting Standards and Pronouncements

      In March 2005, the FASB issued Financial Interpretation No. 47,
      "Accounting for Conditional Asset Retirement Obligations - an
      Interpretation of FASB Statement No. 143," which specifies the accounting
      treatment for obligations associated with the sale or disposal of an asset
      when there are legal requirements attendant to such a disposition.The
      Partnership adopted this pronouncement in 2005, as required, but there was
      no impact as there are no legal obligations associated with the future
      sale of any properties.

      In May 2005, the FASB issued SFAS No. 154, "Accounting Changes and Error
      Corrections - A Replacement of APB Opinion No. 20 and SFAS No. 3". SFAS
      No. 154 changes the requirements for the accounting and reporting of a
      change in accounting principle by requiring retrospective application to
      prior period financial statements of the change in accounting principle,
      unless it is impracticable to do so. SFAS No. 154 also requires that a
      change in depreciation and amortization for long-lived, non financial
      assets be accounted for as a change in accounting estimate affected by a
      change in accounting principle. SFAS No. 154 is effective for accounting
      changes and correction of errors made in fiscal years


                                       16
<PAGE>

            WINTHROP RESIDENTIAL ASSOCIATES I, A LIMITED PARTNERSHIP

                          NOTES TO FINANCIAL STATEMENTS
                     YEARS ENDED DECEMBER 31, 2005 AND 2004
                                   (Continued)

1.    ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

      Recently Issued Accounting Standards and Pronouncements (Continued)

      beginning after December 15, 2005. The Partnership does not believe that
      the adoption of SFAS No. 154 will have a material effect on the
      Partnership's financial statements.

      In June 2005, the FASB ratified the EITF's consensus on Issue 04-5,
      "Determining Whether a General Partner, or the General Partners as a
      Group, Controls a Limited Partnership or Similar Entity When the Limited
      Partners Have Certain Rights." Issue 04-5 provides a framework for
      determining whether a general partner controls, and should consolidate, a
      limited partnership or a similar entity. It became effective for all newly
      formed limited partnerships and for any pre-existing limited partnerships
      that modify their partnership agreements after June 29, 2005. General
      partners of all other limited partnerships will apply the consensus no
      later than the beginning of the first reporting period in fiscal years
      beginning after December 15, 2005. The Partnership does not believe that
      the adoption of the consensus in EITF 04-5 will have a material effect on
      the Partnership's financial statements.

2.    ALLOCATION OF PROFITS, LOSSES AND DISTRIBUTIONS

      In accordance with the partnership agreement, profits and losses not
      arising from (i) a sale or refinancing; and (ii) cash available for
      distribution from operations, are allocated 5% to the general partners and
      95% to the limited partners. Gains and distributions of proceeds arising
      from a sale or refinancing are allocated first to the limited partners to
      the extent of their Adjusted Capital Contribution (as defined) and then,
      in accordance with the partnership agreement. The general partner,
      however, is allocated at least 1% of the gain. Losses from a sale or
      refinancing are allocated 1% to the general partners and 99% to the
      limited partners. If there are no sale proceeds, gains from a sale are
      allocated 5% to the general partners and 95% to the limited partners.


                                       17
<PAGE>

            WINTHROP RESIDENTIAL ASSOCIATES I, A LIMITED PARTNERSHIP

                          NOTES TO FINANCIAL STATEMENTS
                     YEARS ENDED DECEMBER 31, 2005 AND 2004
                                   (Continued)

3.    TRANSACTIONS WITH RELATED PARTIES

      During the year ended December 31, 2004 and for the period from January 1,
      2005 to September 1, 2005, Coordinated Services of Valdosta, LLC
      ("Coordinated Services") provided asset management and investor services
      to the Partnership pursuant to a services agreement with the Managing
      General Partner. As a result of this agreement, Coordinated Services had
      the right to direct the day to day affairs of the Partnership. Coordinated
      Services was not permitted, however, without the consent of the Managing
      General Partner, or as otherwise required under the terms of the
      partnership agreement to, among other things, cause the Partnership to
      consent to a sale of an asset or cause the Partnership to file for
      bankruptcy. Coordinated Services was entitled to a management fee for
      these services equal to 10% of the Partnership's share of cash
      distributions from the Local Limited Partnerships, not to exceed one half
      of 1% of the sum of (a) the amount of the Partnership's aggregate total
      investment in all Local Limited Partnerships, plus (b) the Partnership's
      allocable share of all liens and mortgages secured by the projects of all
      Local Limited Partnerships. Coordinated Services, which is a related party
      for financial reporting purposes only, did not earn any management fees
      for the years ended December 31, 2005 and December 31, 2004. The agreement
      with Coordinated Services was terminated on September 1, 2005. and the
      Managing General Partner now provides the investor servicing and asset
      management for the Partnership.

4.    INVESTMENTS IN LOCAL LIMITED PARTNERSHIPS

      As of December 31, 2005, the Partnership has Limited Partnership equity
      interests in three Local Limited Partnerships each owning one apartment
      complex. Such interests are as follows:

<TABLE>
<CAPTION>
                         Local Limited Partnership                                       Percentage Ownership
      ---------------------------------------------------------------                    --------------------
<S>                                                                                                <C>
      Lynndale Apartments, Ltd. (Lynwood Park Apartments)                                          50%
      Stonegate Apartments Limited Partnership (Stonegate Apartments)                              93%
      College Green Limited Partnership ( College Green Apartments)                                95%
</TABLE>

      Subsequent to December 31, 2005, the lender to one of the Local Limited
      Partnership's property took possession of the property and it is expected
      that the property will be lost through foreclosure. The Partnership sold
      its limited partnership interest in another Local Limited Partnership for
      a purchase price of $1,200,000. As a result, the Partnership retains an
      interest (50%) in one Local Limited Partnership that owns an apartment
      complex in Raleigh, North Carolina.


                                       18
<PAGE>

            WINTHROP RESIDENTIAL ASSOCIATES I, A LIMITED PARTNERSHIP

                          NOTES TO FINANCIAL STATEMENTS
                     YEARS ENDED DECEMBER 31, 2005 AND 2004
                                   (Continued)

4.    INVESTMENTS IN LOCAL LIMITED PARTNERSHIPS (Continued)

      Lynndale Apartments, Ltd. has an outstanding mortgage totaling $3,620,249,
      which is secured by the Local Limited Partnerships' real property,
      security interests, liens and endorsements common to first mortgage loans.

      During 2005 and 2004, the Partnership made no additional investments in
      the Local Limited Partnerships. As of December 31, 2005, the net
      cumulative operating deficit funded by the Partnership to the Local
      Limited Partnerships was $3,249,000, which the Partnership has recorded as
      capital contributions. However, the Local Limited Partnership has
      accounted for $2,213,000 of these investments as operating deficit
      advances and $898,000 as capital contributions. The remaining $138,000
      represents a purchase of interests in a Local Limited Partnership, which
      is not accounted for by the Local Limited Partnership.

      The balance sheets of the Local Limited Partnership (Lynndale Apartments,
      Ltd.) is as follows (in thousands):

                                                            DECEMBER 31,
                                                        2005            2004
                                                     ----------      ----------
      ASSETS

      Real estate, at cost:
         Land                                        $      176      $      176
         Buildings and improvements, net
            of accumulated depreciation
            of $4,056 and $3,896 in 2005
            and 2004, respectively                          207             367
         Cash and cash equivalents                           58              32
         Other assets and deferred costs, net of
            accumulated amortization                        173             175
                                                     ----------      ----------

         Total Assets                                $      614      $      750
                                                     ==========      ==========

      LIABILITIES AND PARTNERS' DEFICIT

      Liabilities:
         Mortgage note payable                       $    3,620      $    3,761
         Accounts payable and accrued expenses              340             228
                                                     ----------      ----------

         Total Liabilities                                3,960           3,989
                                                     ----------      ----------

      Partners' Deficit:
         Winthrop Residential Associates I               (1,673)         (1,620)
         Other partners                                  (1,673)         (1,619)
                                                     ----------      ----------

      Total Partners' Deficit                            (3,346)         (3,239)
                                                     ----------      ----------

      Total Liabilities and Partners' Deficit        $      614      $      750
                                                     ==========      ==========


                                       19
<PAGE>

            WINTHROP RESIDENTIAL ASSOCIATES I, A LIMITED PARTNERSHIP

                          NOTES TO FINANCIAL STATEMENTS
                     YEARS ENDED DECEMBER 31, 2005 AND 2004
                                   (Continued)

4.    INVESTMENTS IN LOCAL LIMITED PARTNERSHIPS (Continued)

      The statements of operations of the Local Limited Partnership (Lynndale
      Apartments, Ltd.) is as follows: (in thousands)

<TABLE>
<CAPTION>
                                                                            DECEMBER 31,
                                                                     ------------------------

                                                                         2005          2004
                                                                     ----------    ----------
<S>                                                                  <C>           <C>
      Income:
         Rental income                                               $      873    $      900
         Other income                                                        14            11
                                                                     ----------    ----------

              Total income                                                  887           911
                                                                     ----------    ----------

      Expenses:
         Interest                                                           253           263
         Depreciation and amortization                                      166           166
         Taxes and insurance                                                105            98
         Other operating expenses                                           470           411
                                                                     ----------    ----------

              Total expenses                                                994           938
                                                                     ----------    ----------

      Net loss                                                       $     (107)   $      (27)
                                                                     ==========    ==========

      Net loss allocated to Winthrop Residential Associates I        $      (53)   $      (13)
                                                                     ==========    ==========

      Net loss allocated to other partners                           $      (54)   $      (14)
                                                                     ==========    ==========
</TABLE>


                                       20
<PAGE>

            WINTHROP RESIDENTIAL ASSOCIATES I, A LIMITED PARTNERSHIP

                          NOTES TO FINANCIAL STATEMENTS
                     YEARS ENDED DECEMBER 31, 2005 AND 2004
                                   (Continued)

5.    TAXABLE LOSS

      The Partnership's taxable loss differs from the net loss for financial
      reporting purposes, as follows (in thousands):

<TABLE>
<CAPTION>
                                                                            2005          2004
                                                                         ----------    ----------
<S>                                                                      <C>           <C>
      Net loss for financial reporting purposes                          $     (106)   $      (94)

            Differences in equity in Local Limited Partnerships'
            income/loss for financial reporting and tax reporting
            purposes                                                             79            72
                                                                         ----------    ----------

      Taxable loss                                                       $      (27)   $      (22)
                                                                         ==========    ==========
</TABLE>


                                       21
<PAGE>

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

      There were no disagreements with Imowitz Koenig & Co., LLP regarding the
2005 or 2004 audits of the Partnership's financial statements.

Item 8A. Controls and Procedures.

      As of the end of the period covered by this annual report on Form 10-KSB,
an evaluation was carried out under the supervision and with the participation
of the General Partner's management, including the Chief Executive Officer and
Chief Financial Officer, of the effectiveness of the Registrant's disclosure
controls and procedures (as such term is defined in Rule 13a-15 (e) under the
Securities Exchange Act of 1934). Based on that evaluation, the General
Partner's Chief Executive Officer and Chief Financial Officer have concluded
that, as of the end of such period, the Registrant's disclosure controls and
procedures were effective as of the end of the period covered by this report. In
addition, no change in our internal control over financial reporting (as defined
in Rule 13a- 15 (f) under the Securities Exchange Act of 1934) occurred during
the fourth quarter of the fiscal year ended December 31, 2005 that has
materially affected, or is reasonably likely to materially affect, our internal
control over financial reporting.

      However, the principal executive officer and principal financial officer
rely on the audited financial statements of the Local Limited Partnerships in
completing their evaluation of the Partnership's disclosure controls and
procedures (as defined in Exchange Act Rules 13a - 14(c). In connection with
this evaluation, the principal executive officer and principal financial officer
request that the general partners of the Local Limited Partnerships provide the
Partnership with a Certification in substantially the form of the Certifications
required as part of this report.

Item 8B. Other Information.

      None.


                                       22
<PAGE>

                                    PART III

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

      The Partnership has no officers or directors. The Managing General Partner
manages and controls substantially all of Registrant's affairs and has general
responsibility and ultimate authority in all matters affecting its business. As
of March 1, 2006, the names of the directors and executive officers of the
Managing General Partner and the position held by each of them are as follows:

<TABLE>
<CAPTION>
                                     Position Held with the                         Has Served as a Director or
Name                                 Managing General Partner                       Officer Since
----                                 ------------------------                       -------------
<S>                                  <C>                                            <C>
Michael L. Ashner                    Chief Executive Officer and Director           1-96

Thomas C. Staples                    Chief Financial Officer                        1-99

Peter Braverman                      Executive Vice President and Director          1-96

Carolyn Tiffany                      Chief Operating Officer and Clerk              10-95
</TABLE>

      Mr. Ashner, age 53, has been the Chief Executive Officer of Winthrop
Realty Partners, L.P. (formerly known as Winthrop Financial Associates, A
Limited Partnership) and its affiliates ("Winthrop"), since January 1996. Mr.
Ashner has served since January 2004 as the Chairman and Chief Executive Officer
of Winthrop Realty Trust (formerly known as First Union Real Estate Equity and
Mortgage Investments) ("WRT") and since July 2005 as the Chairman and Chief
Executive Officer Newkirk Realty Trust, Inc. ("Newkirk"), two real estate
investment trusts listed on the New York Stock Exchange. Mr. Ashner served as a
director and Chief Executive Officer of Shelbourne Properties I, Inc.,
Shelbourne Properties II, Inc. and Shelbourne Properties III, Inc.
(collectively, the "Shelbourne Entities"), three real estate investment trusts,
from August 2002 until their liquidation in April 2004. Mr. Ashner also serves
on the Board of Directors of WRT, Newkirk, NBTY, Inc., manufacturers and
distributor of nutritional supplements, Atlantic Coast Entertainment Holdings,
Inc., an owner and operator of the Sands casino in the Atlantic City, New Jersey

      Mr. Staples, age 50, has been has been with Winthrop since 1994 and has
served as its Chief Financial Officer since January 1999. Mr. Staples also
serves as the Chief Financial Officer of WRT and Newkirk, positions he has held
since January 2004 and July 2005, respectively. Mr. Staples is a certified
public accountant.


                                       23
<PAGE>

      Mr. Braverman, age 54, has been the Executive Vice President of Winthrop
since January 1996. Mr. Braverman also serves as the President of WRT and
Newkirk, positions he has held since January 2004 and July 2005, respectively.
Mr. Braverman served as a director and Executive Vice President of each
Shelbourne Entity from August 2002 until their liquidation in April 2004. Mr.
Braverman also currently serves on the Board of Directors of WRT and Newkirk.

      Ms. Tiffany, age 39, has been the Chief Operating Officer of Winthrop
since December 1997. Ms. Tiffany also serves as the President of WRT and
Newkirk, positions she has held since January 2004 and July 2005, respectively.
Ms. Tiffany served as the Chief Operating Officer of each Shelbourne Entity from
August 2002 until their liquidation in April 2004.

      One or more of the above persons are also directors or officers of a
general partner (or general partner of a general partner) of a number of limited
partnerships which either have a class of securities registered pursuant to
Section 12(g) of the Securities and Exchange Act of 1934, or are subject to the
reporting requirements of Section 15(d) of such Act.

      Except as indicated above, neither the Partnership nor the Managing
General Partner has any significant employees within the meaning of Item 401(b)
of Regulation S-B. There are no family relationships among the officers and
directors of the Managing General Partner.

      The Managing General Partner does not have a separate audit committee. As
such, the officers of the Managing General Partner fulfill the functions of an
audit committee. The Managing General Partner has determined that Thomas Staples
meets the requirement of an "audit committee financial expert".

      The persons with authority over the Partnership are all employees of the
Managing General Partner. The Managing General Partner has adopted a code of
ethics that applies to such persons.

Item 10. Executive Compensation.

      The Partnership is not required to and did not pay any compensation to the
officers or directors of the Managing General Partner. The Managing General
Partner does not presently pay any compensation to any of its officers or
directors. (See Item 12, "Certain Relationships and Related Transactions.")


                                       24
<PAGE>

Item 11. Security Ownership of Certain Beneficial Owners and Management.

      (a) Security ownership of certain beneficial owners.

      The General Partners own the entire general partnership interest. No
person or group is known by the Partnership to be the beneficial owner of more
than 5% of the outstanding Units at March 1, 2006. Under the Partnership
Agreement, the voting rights of the Limited Partners are limited and, in some
circumstances, are subject to the prior receipt of certain opinions of counsel
or judicial decisions.

      Under the Partnership Agreement, the right to manage the business of the
Partnership is vested in the General Partners and is generally to be exercised
only by the Managing General Partner, although approval of the other General
Partner, Linnaeus, is required as to all investments in Local Limited
Partnerships and in connection with any votes or consents arising out of the
ownership of a Local Limited Partnership interest.

      (b) Security ownership of management.

      None of the officers, directors or general partners of the General Partner
or their respective officers, directors or general partners owned any Units at
March 1, 2006 in individual capacities; however, a wholly-owned subsidiary of
First Winthrop owns 100 Units and Winthrop Realty Partners, L.P. owns 5 Units
(.60% in the aggregate).

      (c) Changes in control.

      There exists no arrangement known to the Partnership the operation of
which may at a subsequent date result in a change in control of the Partnership.
From December 1997 to September 2005 Coordinated Services of Valdosta, LLC
("Coordinated Services") provided the daily asset and management services and
investor services for the Partnership pursuant to the terms of a services
agreement. This agreement was terminated effective September 1, 2005 and the
Managing General Partner became directly responsible for such services.

Item 12. Certain Relationships and Related Transactions.

      Under the Partnership Agreement, the General Partners and their affiliates
are entitled to receive various fees, commissions, cash distributions,
allocations of taxable income or loss and expense reimbursements from the
Partnership. There were no fees, commissions or cash distributions which the
Partnership paid to or accrued for the account of the General Partners and their
affiliates for the years ended December 31, 2005 and 2004.


                                       25
<PAGE>

Item 13. Exhibits.

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

Item 14. Principal Accounting Fees and Services

      The Managing General Partner has reappointed Imowitz, Koenig & Co., LLP as
independent auditors to audit the financial statements of the Partnership for
2005.

      Audit Fees. Imowitz, Koenig & Co., LLP billed the Partnership for audit
fees of approximately $21,000 and $16,000 for the years ended December 31, 2005
and 2004, respectively.

      Audit Related Fees. Imowitz, Koenig & Co., LLP did not provide any audit
related fees services to the Partnership for the years ended December 31, 2005
and 2004.

      Tax Fees. Imowitz, Koenig & Co., LLP billed the Partnership for tax
services of approximately $13,000 for both years ended December 31, 2005 and
2004.

      Other Fees. Imowitz, Koenig & Co., LLP did not provide any other services
to the Partnership for which the Partnership was billed during the years ended
December 31, 2005 and 2004.


                                       26
<PAGE>

                                   SIGNATURES

      Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized as this 30 day of
March, 2006.

                                            WINTHROP RESIDENTIAL ASSOCIATES I,
                                            A LIMITED PARTNERSHIP

                                            By: One Winthrop Properties, Inc.
                                                Managing General Partner


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

      Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
registrant and in the capacities and on the dates indicated.

Signature/Name                           Title                         Date
--------------                           -----                         ----


/s/ Michael L. Ashner          Chief Executive Officer            March 30, 2006
------------------------        and Director
Michael L. Ashner


/s/ Thomas Staples             Chief Financial Officer            March 30, 2006
------------------------
Thomas Staples


                                       27
<PAGE>

                                INDEX TO EXHIBITS

Exhibit                                                                     Page
-------                                                                     ----

3.       Agreement and Certificate of Limited Partnership of Winthrop
         Residential Associates I, A Limited Partnership, dated as of
         June 23, 1983 (incorporated herein by reference to the
         Partnership's Annual Report on Form 10-K filed March 30, 1984,
         File No. 0-10272).

4.       Agreement and Certificate of Limited Partnership of Winthrop
         Residential Associates I, A Limited Partnership, dated as of
         June 23, 1983 (incorporated herein by reference to Exhibit 3
         hereto).

10.1     Agreement between Winthrop Residential Associates I, A Limited
         Partnership and The Artery Organization, Inc. (incorporated
         herein by reference to the Registrant's Registration Statement
         on Form S-11, File No. 2-70828)

31       Certifications Pursuant to Section 302 of the Sarbanes-Oxley
         Act of 2002                                                           *

32       Certification Pursuant to Section 906 of the Sarbanes-Oxley Act
         of 2002.                                                              *

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

99.2     Independent Auditor's Report                                          *

* filed herewith


                                   28