UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

FORM 8-K

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


Date of Report (Date of earliest event reported)
March 17, 2014

Wells Real Estate Fund XIII, L.P.
(Exact Name of Registrant as Specified in Charter)


Georgia
000-49633
58-2438244
(State or Other Jurisdiction of Incorporation)
(Commission File Number)
(IRS Employer Identification No.)


6200 The Corners Parkway, Norcross, Georgia
30092-3365
(Address of Principal Executive Offices)
(Zip Code)

Registrant's telephone number, including area code: (770) 449-7800


N/A
(Former Name or Former Address, if Changed Since Last Report)



Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[]
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[]
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[]
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))





Item 1.01 Entry into a Material Definitive Agreement

On March 17, 2014, Fund XIII and Fund XIV Associates (the “Joint Venture”), a joint venture partnership between Wells Real Estate Fund XIII, L.P. (the “Registrant”) and Wells Real Estate Fund XIV, L.P., and Siemens Real Estate ("Siemens"), an unrelated party, entered into the fifth amendment to the lease agreement (the “Amendment”) at the Siemens - Orlando Building, two single-story office buildings containing approximately 82,000 rentable square feet located in Orlando, Florida. Siemens leases approximately 63% of the Siemens - Orlando Building. The Amendment extends the lease term from May 1, 2014 to April 30, 2019. The Registrant owns an equity interest of approximately 47% in the Joint Venture, which owns 100% of the Siemens - Orlando Building.

Following a seven month base rental abatement period, annual base rent per square foot will be $14.00 and shall be payable through April 30, 2015 as provided by the Amendment. The base rent is scheduled to increase by $0.50 annually beginning on May 1, 2015. In addition to monthly base rent, Siemens is required to reimburse the Joint Venture for its pro rata share of all operating costs and real estate taxes for the Siemens - Orlando Building with no annual cap. Siemens is entitled to a landlord-funded tenant allowance of approximately $100,000.























 










SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.

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

By:
WELLS CAPITAL, INC.
General Partner

By:
/s/ Randy A. Simmons
Randy A. Simmons
Senior Vice President


Date: March 21, 2014