Back to GetFilings.com



Table of Contents
 
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
Form 10-Q
 
(Mark One)
 
x
 
Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended June 30, 2002 or
 
¨
 
Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from                       to                     
 
Commission file number 0-49633
 
WELLS REAL ESTATE FUND XIII, L.P.
(Exact name of registrant as specified in its charter)
 
Georgia
     
58-2438244
(State of other jurisdiction of incorporation)
     
(I.R.S. Employer Identification No.)
6200 The Corners Parkway, Suite 250, Atlanta, Georgia
     
30092
(Address of principal executive offices)
     
(Zip Code)
 
Registrant’s telephone number, including area code (770) 449-7800
 
(Former name, former address and former fiscal year, if changed since last report)
 
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        

Table of Contents
 
WELLS REAL ESTATE FUND XIII, L.P.
 
INDEX
 
          
Page No.
PART I. 
         
Item 1.
       
3
        
4
        
5
        
6
        
7
        
8
Item 2.
       
11
PART II.
       
14
    
15
      
      
 
*Represents the period from June 14, 2001 (inception) through June 30, 2001.

2

Table of Contents
 
PART I. FINANCIAL INFORMATION
 
Effective July 3, 2002, Wells Real Estate Fund XIII, L.P. (the “Partnership”) engaged Ernst & Young LLP (“Ernst & Young”) as its principal accountants to audit the Partnership’s financial statements. In accordance with the relief granted to former auditing clients of Arthur Andersen LLP in SEC Release No. 34-45589, Ernst & Young completed its review of the unaudited financial statements of the Partnership for the quarter ended March 31, 2002 pursuant to Rule 10-01(d) of Regulation S-X within the 60-day period allowed pursuant to the SEC Release, and no material modifications to the previously reported financial information were required.

3

Table of Contents
WELLS REAL ESTATE FUND XIII, L.P.
 
(A Georgia Public Limited Partnership)
 
BALANCE SHEETS
 
    
(unaudited) June 30,
2002
   
December 31, 2001
ASSETS:
              
Cash and cash equivalents
   
$
7,701,297
   
$
961,837
Investment in joint venture (Note 2)
   
 
8,350,932
   
 
8,453,438
Deferred project costs
   
 
314,896
   
 
38,260
Deferred offering costs
   
 
849,981
   
 
1,088,679
Due from affiliates
   
 
179,818
   
 
65,076
    
  
Total assets
   
$
17,396,924
   
$
10,607,290
    
  
LIABILITIES AND PARTNERS’ CAPITAL:
              
Liabilities:
              
Due to affiliates
   
$
911,678
   
$
1,100,897
Partnership distributions payable
   
 
171,967
   
 
70,000
Accounts payable
   
 
103,316
   
 
105,447
    
  
Total liabilities
   
 
1,186,961
   
 
1,276,344
    
  
Partners’ capital:
              
Limited partners:
              
Cash Preferred—1,587,976 units and 880,001 units outstanding as of June 30, 2002 and December 31, 2001, respectively
   
 
13,897,655
   
 
7,704,052
Tax Preferred—282,135 units and 191,522 units outstanding as of June 30, 2002 and December 31, 2001, respectively
   
 
2,312,308
   
 
1,626,894
    
  
Total partners’ capital
   
 
16,209,963
   
 
9,330,946
    
  
Total liabilities and partners’ capital
   
$
17,396,924
   
$
10,607,290
    
  
 
 
The accompanying notes are an integral part of these balance sheets.

4

Table of Contents
WELLS REAL ESTATE FUND XIII, L.P.
 
(A Georgia Public Limited Partnership)
 
STATEMENTS OF INCOME (LOSS)
 
    
(unaudited)
Three Months Ended
     
(unaudited)
Six Months Ended
  
    
June 30, 2002
     
June 30, 2001*
     
June 30, 2002
     
June 30, 2001*
  
REVENUES:
                                    
Equity in income of joint ventures (Note 2)
   
$
129,195
 
   
$
0
 
   
$
256,938
 
   
$
0
 
Interest income
   
 
7,051
 
   
 
2,238
 
   
 
15,423
 
   
 
2,238
 
    
  
  
  
    
 
136,246
 
   
 
2,238
 
   
 
272,361
 
   
 
2,238
 
    
  
  
  
EXPENSES:
                                    
Partnership administration
   
 
28,879
 
   
 
3,089
 
   
 
44,693
 
   
 
3,089
 
Legal and accounting
   
 
2,765
 
   
 
0
 
   
 
7,533
 
   
 
0
 
Computer costs
   
 
1,425
 
   
 
400
 
   
 
2,840
 
   
 
400
 
    
  
  
  
    
 
33,069
 
   
 
3,489
 
   
 
55,066
 
   
 
3,489
 
    
  
  
  
NET INCOME (LOSS)
   
$
103,177
 
   
$
(1,251
)
   
$
217,295
 
   
$
(1,251
)
    
  
  
  
NET LOSS ALLOCATED TO GENERAL PARTNERS
   
$
0
 
   
$
(13
)
   
$
0
 
   
$
(13
)
    
  
  
  
NET INCOME ALLOCATED TO CASH PREFERRED LIMITED PARTNERS
   
$
176,484
 
   
$
0
 
   
$
363,735
 
   
$
0
 
    
  
  
  
NET LOSS ALLOCATED TO TAX PREFERRED LIMITED PARTNERS
   
$
(73,307
)
   
$
(1,238
)
   
$
(146,440
)
   
$
(1,238
)
    
  
  
  
NET INCOME PER WEIGHTED AVERAGE CASH PREFERRED LIMITED PARTNER UNIT
   
$
0.15
 
   
$
0.00
 
   
$
0.30
 
   
$
0.00
 
    
  
  
  
NET LOSS PER WEIGHTED AVERAGE TAX PREFERRED LIMITED PARTNER UNIT
   
$
(0.32
)
   
$
(0.07
)
   
$
(0.65
)
   
$
(0.07
)
    
  
  
  
CASH DISTRIBUTION PER CASH PREFERRED LIMITED PARTNER UNIT
   
$
0.14
 
   
$
0.00
 
   
$
0.28
 
   
$
0.00
 
    
  
  
  
 
*Represents the period from June 14, 2001 (inception) through June 30, 2001.
 
The accompanying notes are an integral part of these statements.

5

Table of Contents
WELLS REAL ESTATE FUND XIII, L.P.
 
(A Georgia Public Limited Partnership)
 
STATEMENTS OF PARTNERS’ CAPITAL
 
FOR THE YEAR ENDED DECEMBER 31, 2001
 
AND THE SIX MONTHS ENDED JUNE 30, 2002 (UNAUDITED)
 
    
Original
     
Limited Partners
     
General Partners
     
Total Partners’ Capital
  
       
Cash Preferred
     
Tax Preferred
        
       
Units
   
Amounts
     
Units
     
Amounts
        
BALANCE, December 31, 2000
   
$
100
 
   
0
   
$
0
 
   
0
 
   
$
0
 
   
$
500
 
   
$
600
 
Net income (loss)
   
 
0
 
   
0
   
 
84,293
 
   
0
 
   
 
(48,925
)
   
 
(500
)
   
 
34,868
 
Partnership distributions
   
 
0
 
   
0
   
 
(70,000
)
   
0
 
   
 
0
 
   
 
0
 
   
 
(70,000
)
Limited partner contributions
            
880,001
   
 
8,800,012
 
   
191,522
 
   
 
1,915,220
 
   
 
0
 
   
 
10,715,232
 
Sales commissions and discounts
   
 
0
 
   
0
   
 
(843,793
)
   
0
 
   
 
(181,944
)
   
 
0
 
   
 
(1,025,737
)
Other offering expenses
   
 
0
 
   
0
   
 
(266,460
)
   
0
 
   
 
(57,457
)
   
 
0
 
   
 
(323,917
)
Return of capital
   
 
(100
)
   
0
   
 
0
 
   
0
 
   
 
0
 
   
 
0
 
   
 
(100
)
    
  
  
  
  
  
  
BALANCE, December 31, 2001
   
 
0
 
   
880,001
   
 
7,704,052
 
   
191,522
 
   
 
1,626,894
 
   
 
0
 
   
 
9,330,946
 
Net income (loss)
   
 
0
 
   
0
   
 
363,735
 
   
0
 
   
 
(146,440
)
   
 
0
 
   
 
217,295
 
Partnership distributions
   
 
0
 
   
0
   
 
(336,171
)
   
0
 
   
 
0
 
   
 
0
 
   
 
(336,171
)
Limited partner contributions
   
 
0
 
   
700,975
   
 
7,009,750
 
   
97,613
 
   
 
976,127
 
   
 
0
 
   
 
7,985,877
 
Sales commissions and discounts
   
 
0
 
   
0
   
 
(705,878
)
   
0
 
   
 
(44,989
)
   
 
0
 
   
 
(750,867
)
Other offering expenses
   
 
0
 
   
0
   
 
(207,833
)
   
0
 
   
 
(29,284
)
   
 
0
 
   
 
(237,117
)
Tax preferred conversions
   
 
0
 
   
7,000
   
 
70,000
 
   
(7,000
)
   
 
(70,000
)
   
 
0
 
   
 
0
 
    
  
  
  
  
  
  
BALANCE, June 30, 2002 (unaudited)
   
$
0
 
   
1,587,976
   
$
13,897,655
 
   
282,135
 
   
$
2,312,308
 
   
$
0
 
   
$
16,209,963
 
    
  
  
  
  
  
  
 
 
 
The accompanying notes are an integral part of these statements.

6

Table of Contents
WELLS REAL ESTATE FUND XIII, L.P.
 
(A Georgia Public Limited Partnership)
 
STATEMENTS OF CASH FLOWS
 
    
(unaudited)
Six Months Ended
  
    
June 30, 2002
     
June 30, 2001*
  
CASH FLOWS FROM OPERATING ACTIVITIES:
                  
Net income (loss)
   
$
217,295
 
   
$
(1,251
)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
                  
Equity in income of joint ventures
   
 
(256,938
)
   
 
0
 
Changes in assets and liabilities:
                  
Accounts payable
   
 
(2,131
)
   
 
0
 
Due to affiliates
   
 
49,479
 
   
 
21,727
 
    
  
Net cash provided by operating activities
   
 
7,705
 
   
 
20,476
 
    
  
CASH FLOW FROM INVESTING ACTIVITIES:
                  
Distributions from joint venture
   
 
244,702
 
   
 
0
 
Deferred project costs paid
   
 
(276,636
)
   
 
(67,709
)
    
  
Net cash used in investing activities
   
 
(31,934
)
   
 
(67,709
)
    
  
CASH FLOW FROM FINANCING ACTIVITIES:
                  
Contributions received from limited partners
   
 
7,949,243
 
   
 
1,912,244
 
Distributions to limited partners
   
 
(234,204
)
   
 
0
 
Sales commissions
   
 
(714,233
)
   
 
(151,129
)
Offering costs paid
   
 
(237,117
)
   
 
(58,036
)
    
  
Net cash provided by financing activities
   
 
6,763,689
 
   
 
1,703,079
 
    
  
NET INCREASE IN CASH AND CASH EQUIVALENTS
   
 
6,739,460
 
   
 
1,655,846
 
CASH AND CASH EQUIVALENTS, beginning of year
   
 
961,837
 
   
 
600
 
    
  
CASH AND CASH EQUIVALENTS, end of period
   
$
7,701,297
 
   
$
1,656,446
 
    
  
SUPPLEMENTAL DISCLOSURE OF NONCASH ACTIVITIES:
                  
Reversal of deferred offering costs due to affiliate
   
$
238,698
 
   
$
362,856
 
    
  
Deferred project costs due to affiliate
   
$
314,896
 
   
$
67,709
 
    
  
 
* Represents the period from June 14, 2001 (inception) through June 30, 2001.
 
 
The accompanying notes are an integral part of these statements.

7

Table of Contents
WELLS REAL ESTATE FUND XIII, L.P.
 
(A Georgia Public Limited Partnership)
 
Condensed Notes to Financial Statements
 
June 30, 2002 (UNAUDITED)
 
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 
(a) General
 
Wells Real Estate Fund XIII, L.P. (the “Partnership”) is a Georgia public limited partnership with Leo F. Wells, III and Wells Capital, Inc. (the “Company”), a Georgia corporation, serving as the General Partners. The Partnership was formed on September 15, 1998, for the purpose of acquiring, developing, owning, operating, improving, leasing, and otherwise managing income producing commercial properties for investment purposes. The Partnership has two classes of limited partnership units. Upon subscription for units, the Limited Partners must elect whether to have their units treated as Cash Preferred units or Tax Preferred units. Thereafter, Limited Partners have the right to change their prior elections to have some or all of their units treated as Cash Preferred units or Tax Preferred 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 involving all or substantially all of the Partnership’s assets, subject to certain limitations. The majority vote on any of the described matters will bind the Partnership, without the concurrence of the General Partners. Each limited partnership unit has equal voting rights regardless of which class of unit is selected.
 
On March 29, 2001, the Partnership commenced a public offering of up to $45,000,000 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 June 14, 2001 upon receiving and accepting subscriptions for 125,000 units. As of June 30, 2002, the Partnership had sold 1,580,976 Cash Preferred units and 289,135 Tax Preferred units, respectively, for total Limited Partner capital contributions of $18,701,109. In addition, 7,000 Tax Preferred units were converted to Cash Preferred units during the first and second quarters of 2002 pursuant to the terms of the Partnership Agreement. After payment of $561,033 in organization and offering costs, $561,033 in acquisition and advisory fees, $93,506 in acquisition expenses, $1,776,605 in selling commissions and an investment of $8,151,426 in Fund XIII-REIT Associates, the Partnership was holding net offering proceeds of $7,557,506 available for investment in properties as of June 30, 2002.
 
(THE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK)
 

8

Table of Contents
 
As of June 30, 2002, the Partnership owned interests in the following two properties through the affiliated joint venture listed below:
 
Joint Venture
  
Joint Venture Partners
  
Properties
Fund XIII-REIT Associates
  
—Wells Real Estate Fund XIII, L.P.  
—Wells Operating Partnership, L.P.*
  
1.  AmeriCredit Building
     A two-story office building located in      Orange Park, Clay County, Florida
       
2.  ADIC Building
     Two connected one-story office and      assembly buildings located in
     Douglas, Parker County, Colorado
 
*
 
Wells Operating Partnership, L.P. is a Delaware limited partnership with Wells Real Estate Investment Trust, Inc. (“Wells REIT”) serving as its general partner; Wells REIT is a Maryland corporation that qualifies as a real estate investment trust.
 
Each of the foregoing properties was acquired on an all cash basis. For further information regarding the above joint ventures and properties, refer to the report filed for the Partnership on Form 10-K for the year ended December 31, 2001.
 
(b) Basis of Presentation
 
The financial statements of the Partnership have been prepared in accordance with the instructions Form 10-Q and do not include all of the information and footnotes required by generally accepted accounting principles (“GAAP”) for complete financial statements. The quarterly statements have not been examined by independent accountants. However, in the opinion of the General Partners, the statements for the unaudited interim periods presented include all adjustments that are of a normal and recurring nature and necessary to fairly present the results for these periods. Interim results for 2002 are not necessarily indicative of results for the year. For further information, refer to the financial statements and footnotes included in the report filed for the Partnership on Form 10-K for the year ended December 31, 2001.
 
(c) Distribution of Net Cash From Operations
 
As defined by the partnership agreement, cash available for distributions is distributed quarterly to the limited partners as follows:
 
 
•
 
First, to all Cash Preferred limited partners until such limited partners have received distributions equal to a 10% per annum return on their respective net capital contributions, as defined.
 
 
•
 
Second, to the General Partners until each general partner has received distributions equal to 10% of the total cumulative distributions declared by the Partnership to date.
 
 
•
 
Third, to the Cash Preferred limited partners and the General Partners allocated on a basis of 90% and 10%, respectively.
 
No distributions will be made to the limited partners holding Tax Preferred units.

9

Table of Contents
 
(d) Impairment of Real Estate Assets
 
On January 1, 2002, the Partnership adopted SFAS No. 144, Accounting for the Impairment or Disposal of Long-Lived Assets. Under the new guidance, management reviews each of the properties in which it holds an interest for impairment when there is an event or change in circumstances that indicates the carrying amount of the asset may not be recoverable and the future undiscounted cash flows expected to be generated by the asset are less than its carrying amount. If such assets are considered to be impaired, the Partnership records impairment losses and reduces the carrying amount of impaired assets to an amount that reflects the fair value of the assets at the time impairment is evident. Management also reviews estimated selling prices of assets held for sale and records impairment losses to reduce the carrying amount of assets held for sale when the carrying amounts exceed the estimated selling prices less costs to sell. Also, material long-lived assets held for sale are separately identified in the balance sheets and their related net operating income is segregated as income from discontinued operations in the statements of income. In addition, depreciation of long-lived assets held for sale is not recorded. If an asset held for sale reverts to an asset used in operations, the asset will be measured at the lower of the original carrying cost, adjusted for the forgone depreciation, or the fair value at the date of the decision to hold the asset.
 
2. INVESTMENT IN JOINT VENTURE
 
(a) Basis of Presentation
 
As of June 30, 2002, the Partnership owned interests in two properties through its ownership in the joint venture, as described in Note 1. The Partnership does not have control over the operations of this joint venture; however, it does exercise significant influence. Accordingly, the investment in this joint venture is recorded using the equity method of accounting. For further information regarding the investment in this joint venture, refer to the report filed for the Partnership on Form 10-K for the year ended December 31, 2001.
 
(b) Summary of Operations
 
The following information summarizes the operations of the unconsolidated joint venture, in which the Partnership held an ownership interest, for the three months and six months ended June 30, 2002:
 
    
For the Three Months Ended June 30, 2002
    
Total Revenues
   
Net Income
     
Partnership’s
Share of Net Income
Fund XIII-REIT Associates
   
$
705,673
   
$
406,236
     
$
129,195
    
  
    
    
For the Six Months Ended June 30, 2002
    
Total Revenues
   
Net Income
     
Partnership’s
Share of Net Income
Fund XIII-REIT Associates
   
$
1,404,133
   
$
807,910
     
$
256,938
    
  
    
 
Fund XIII-REIT Associates commenced operations upon acquisition of the AmeriCredit Building on July 16, 2001.

10

Table of Contents
 
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITIONS AND RESULTS OF OPERATION.
 
The following discussion and analysis should be read in conjunction with the Partnership’s accompanying financial statements and notes thereto.
 
(a) Forward-Looking Statements
 
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 may cause actual results to differ materially from any forward-looking statements made in this report, including construction costs that 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 flows.
 
(b) Results of Operations
 
Revenues
Gross revenues increased to $272,361 for the six months ended June 30, 2002, from $2,238 for the six months ended June 30, 2001, as a result of acquiring the AmerCredit Building and the ADIC Buildings during the second half of 2001 and earning more interest income during 2002 as a result of holding higher average capital proceeds during the six months ended June 30, 2002, as compared to 2001.
 
Expenses
Expenses increased to $55,066 for the six months ended June 30, 2002, from $3,489 for the six months ended June 30, 2001, as the Partnership commenced active operations upon receiving and accepting subscriptions for a minimum of 125,000 limited partner units as of June 14, 2001.
 
As a result, net income increased to $217,295 for the six months ended June 30, 2002 from a net loss of $1,251 for the six months ended June 30, 2001.
 
(c) Liquidity and Capital Resources
 
As of June 30, 2002, the Partnership had sold 1,580,976 Cash Preferred units and 289,135 Tax Preferred units, respectively, for total Limited Partner capital contributions of $18,701,109. After payment of $654,539 in acquisition and advisory fees and acquisition expenses, payment of $2,431,144 in selling commissions and organization and offering expenses, and the investment of $8,151,426 in Fund XIII-REIT Associates, as of June 30, 2002, the Partnership was holding net offering proceeds of $7,557,506 available for investment in properties.
 
The net increase in cash and cash equivalents during the six months ended June 30, 2002 is primarily attributable to raising limited partners’ capital contributions of $7,949,243 and receiving distributions from Fund XIII-REIT Associates of $244,702, offset by reimbursing the Company for $237,117 and $276,636 of offering costs and deferred project costs paid to third parties, respectively.
 
The Partnership expects to continue to meet its short-term liquidity requirements generally through net cash provided by operations and distributions received from Fund XIII-REIT Associates, which the

11

Table of Contents
Partnership believes will continue to be adequate to meet both operating requirements and distributions to limited partners.
 
(d) Inflation
 
The real estate market has not been affected significantly by inflation in the past three years due to the relatively low inflation rate. Most tenant leases contain provisions for common area maintenance, real estate tax and insurance reimbursements from tenants either on a per square foot basis, or above a certain allowance per square foot annually, which should reduce the Partnership’s exposure to increases in costs and other operating expenses resulting from the impact of inflation.
 
(e) Critical Accounting Policies
 
The Partnership’s accounting policies have been established and conformed to in accordance with accounting principles generally accepted in the United States (“GAAP”). The preparation of financial statements in conformity with GAAP requires management to use judgments in the application of accounting policies, including making estimates and assumptions. These judgments may affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the dates of the financial statements presented and the reported amounts of revenues and expenses during the respective reporting periods. If our judgment or interpretation of the facts and circumstances relating to various transactions had been different, it is possible that different accounting policies would have been applied; thus, resulting in a different presentation of our financial statements.
 
The accounting policies that we consider to be critical, in that they may require complex judgment in their application or require estimates about matters that are inherently uncertain, are discussed below. For further information related to the Partnership’s accounting policies, including the critical accounting policies described below, refer to the report filed for the Partnership on Form 10-K for the year ended December 31, 2001.
 
Straight-Lined Rental Revenues
The Partnership recognizes rental income generated from all leases on real estate assets in which the Partnership has an ownership interest through its investments in joint ventures on a straight-line basis over the terms of the respective leases. Should tenants encounter financial difficulties in future periods, the amounts recorded as receivables may not be fully realized.
 
Operating Cost Reimbursements
The Partnership generally bills tenants for operating cost reimbursements through its investments in joint ventures on a monthly basis at amounts estimated largely based on actual prior period activity and the respective tenant lease terms. Such billings are generally adjusted on an annual basis to reflect reimbursements owed to the landlord based on the actual costs incurred during the period and the respective tenant lease terms. Should tenants encounter financial difficulties in future periods, the amounts recorded as receivables may not be fully realized.
 
Real Estate
Management continually monitors events and changes in circumstances indicating that the carrying amounts of the real estate assets in which the Partnership has ownership interests through its investments in joint ventures may not be recoverable. When such events or changes in circumstances are present, management assesses the potential impairment by comparing the fair market value of the underlying

12

Table of Contents
assets, estimated at amounts equal to the future undiscounted operating cash flows expected to be generated from tenants over the life of the assets and from their eventual disposition, to the carrying value of the assets. In the event that the carrying amount exceeds the estimated fair market value, the Partnership would recognize an impairment loss in the amount required to adjust the carrying amount of the asset to its estimated fair market value. Neither the Partnership nor its joint ventures have recognized impairment losses on real estate assets in 2002, 2001 or 2000.
 
(THE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK)

13

Table of Contents
PART II— OTHER INFORMATION
 
ITEM 6 (b.)
 
During the second quarter of 2002, the Registrant filed a Current Report on Form 8-K dated May 16, 2002 disclosing the dismissal of Arthur Andersen LLP as its independent public accountants.
 
SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
 
    
WELLS REAL ESTATE FUND XIII, L.P.
(Registrant)
Dated: August 12, 2002
   
By:    /S/    LEO F. WELLS, III  
    
Leo F. Wells, III, as Individual
General Partner, and as President, of
Wells Capital, Inc., the General Partner
Dated: August 12, 2002
   
By:    /S/    DOUGLAS P. WILLIAMS  
    
As Chief Financial Officer
 

14

Table of Contents
EXHIBIT INDEX
TO
SECOND QUARTER FORM 10-Q
OF
WELLS REAL ESTATE FUND XIII, L.P.
 
Exhibit No.
   
Description
99.1
   
Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
99.2
   
Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

15