<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act of
1934
FOR QUARTER ENDED MARCH 31, 1996
COMMISSION FILE NUMBER 2-77645
REAL ESTATE ASSOCIATES LIMITED V
A CALIFORNIA LIMITED PARTNERSHIP
I.R.S. EMPLOYER IDENTIFICATION NO. 95-3768810
9090 Wilshire Blvd., Suite 201
Beverly Hills, Calif. 90211
Registrant's Telephone Number,
Including Area Code (310) 278-2191
Securities Registered Pursuant to
Section 12(b) or 12(g) of the Act
NONE
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed with the Commission by Section 13 or 15(d) of the Securities
Exchange Act of 1934 during the preceding twelve 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
--- ---
<PAGE> 2
REAL ESTATE ASSOCIATES LIMITED V
(A CALIFORNIA LIMITED PARTNERSHIP)
INDEX TO FORM 10-Q
FOR THE QUARTER ENDED SEPTEMBER 30, 1995
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Balance Sheets, March 31, 1996 and December 31, 1995 ................ 1
Statements of Operations,
Three Months Ended March 31, 1996 and 1995 .................... 2
Statement of Partners' Equity (Deficiency),
Three Months Ended March 31, 1996 ............................. 3
Statements of Cash Flows,
Three Months Ended March 31, 1996 and 1995 .................... 4
Notes to Financial Statements ....................................... 5
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations............................ 9
PART II. OTHER INFORMATION
Item 1. Legal Proceedings................................................ 10
Item 6. Exhibits and Reports on Form 8-K ................................ 10
Signatures................................................................ 11
<PAGE> 3
REAL ESTATE ASSOCIATES LIMITED V
(A CALIFORNIA LIMITED PARTNERSHIP)
BALANCE SHEETS
MARCH 31, 1996 AND DECEMBER 31, 1995
ASSETS
<TABLE>
<CAPTION>
1996 1995
(UNAUDITED) (AUDITED)
----------- -----------
<S> <C> <C>
INVESTMENTS IN LIMITED PARTNERSHIPS (Note 2) $1,136,851 $1,103,818
CASH AND CASH EQUIVALENTS (Note 1) 1,961,672 1,876,153
---------- ----------
TOTAL ASSETS $3,098,523 $2,979,971
========== ==========
LIABILITIES AND PARTNERS' EQUITY (DEFICIENCY)
LIABILITIES:
Accounts payable $ 18,864 $ 30,013
---------- ----------
COMMITMENTS AND CONTINGENCIES (Notes 3 and 4)
PARTNERS' EQUITY (DEFICIENCY):
General partners (126,550) (127,847)
Limited partners 3,206,209 3,077,805
---------- ----------
3,079,659 2,949,958
---------- ----------
TOTAL LIABILITIES AND PARTNERS'
EQUITY (DEFICIENCY) $3,098,523 $2,979,971
========== ==========
</TABLE>
The accompanying notes are an integral part of these financial statements.
1
<PAGE> 4
REAL ESTATE ASSOCIATES LIMITED V
(A CALIFORNIA LIMITED PARTNERSHIP)
STATEMENTS OF OPERATIONS
THREE MONTHS ENDED MARCH 31, 1996 AND 1995
(UNAUDITED)
<TABLE>
<CAPTION>
1996 1995
-------- --------
<S> <C> <C>
INTEREST INCOME $ 16,196 $ 12,821
-------- --------
OPERATING EXPENSES:
Legal and accounting 26,136 25,067
Management fees - general partner (Note 3) 63,612 63,612
Administrative (Note 3) 9,455 10,957
-------- --------
Total operating expenses 99,203 99,636
-------- --------
LOSS FROM OPERATIONS (83,007) (86,815)
DISTRIBUTIONS FROM LIMITED
PARTNERSHIPS RECOGNIZED AS
INCOME (Note 2) 87,708 83,417
EQUITY IN INCOME OF LIMITED
PARTNERSHIP AND AMORTI-
ZATION OF ACQUISITION
COSTS (Note 2) 125,000 125,000
-------- --------
NET INCOME $129,701 $121,602
======== ========
NET INCOME PER LIMITED PARTNERSHIP
INTEREST (Note 1) $ 17 $ 16
======== ========
</TABLE>
The accompanying notes are an integral part of these financial statements.
2
<PAGE> 5
REAL ESTATE ASSOCIATES LIMITED V
(A CALIFORNIA LIMITED PARTNERSHIP)
STATEMENT OF PARTNERS' EQUITY (DEFICIENCY)
THREE MONTHS ENDED MARCH 31, 1996
(UNAUDITED)
<TABLE>
<CAPTION>
GENERAL LIMITED
PARTNERS PARTNERS TOTAL
---------- ---------- ----------
<S> <C> <C> <C>
PARTNERSHIP INTERESTS,
March 31, 1996 7,808
==========
EQUITY (DEFICIENCY),
January 1, 1996 $(127,847) $3,077,805 $2,949,958
Net income for the three months
ended March 31, 1996 1,297 128,404 129,701
--------- ---------- ----------
EQUITY (DEFICIENCY),
March 31, 1996 $(126,550) $3,206,209 $3,079,659
========= ========== ==========
</TABLE>
The accompanying notes are an integral part of these financial statements.
3
<PAGE> 6
REAL ESTATE ASSOCIATES LIMITED V
(A CALIFORNIA LIMITED PARTNERSHIP)
STATEMENTS OF CASH FLOWS
THREE MONTHS ENDED MARCH 31, 1996 AND 1995
(UNAUDITED)
<TABLE>
<CAPTION>
1996 1995
----------- ----------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 129,701 $ 121,602
Adjustments to reconcile net income to
net cash provided by (used in) operating activities:
Equity in income of limited partnerships
and amortization of acquisition costs (125,000) (125,000)
(Decrease) increase in accounts payable (11,149) 7,646
---------- ----------
Net cash provided by (used) in operating activities (6,448) 4,248
---------- ----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Distributions from limited partnerships recognized
as a return of capital 91,967 126,112
---------- ----------
NET INCREASE IN CASH AND CASH EQUIVALENTS 85,519 130,360
CASH AND CASH EQUIVALENTS, beginning of period 1,876,153 1,708,014
---------- ----------
CASH AND CASH EQUIVALENTS, end of period $1,961,672 $1,838,374
========== ==========
</TABLE>
The accompanying notes are an integral part of these financial statements.
4
<PAGE> 7
REAL ESTATE ASSOCIATES LIMITED V
(A CALIFORNIA LIMITED PARTNERSHIP)
NOTES TO FINANCIAL STATEMENTS
MARCH 31, 1996
NOTE 1 - SUMMARY OF SIGNIIFICANT ACCOUNTING POLICIES
GENERAL
The information contained in the following notes to the financial statements
is condensed from that which would appear in the annual audited financial
statements; accordingly, the financial statements included herein should be
reviewed in conjunction with the financial statements and related notes
thereto contained in the annual report for the year ended December 31, 1995
prepared by Real Estate Associates Limited V (the "Partnership"). Accounting
measurements at interim dates inherently involve greater reliance on
estimates than at year end. The results of operations for the interim period
presented are not necessarily indicative of the results for the entire year.
In the opinion of the Partnership, the accompanying unaudited financial
statements contain all adjustments (consisting primarily of normal recurring
accruals) necessary to present fairly the financial position as of March 31,
1996, and the results of operations for the three months ended and changes in
cash flows for the three months then ended.
The general partners have a 1 percent interest in profits and losses of the
Partnership. The limited partners have the remaining 99 percent interest
which is allocated in proportion to their respective individual investments.
National Partnership Investments Corp. (NAPICO) is the corporate general
partner of the Partnership.
USE OF ESTIMATES
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions
that affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
reported amounts of revenues and expenses during the reporting period. Actual
results could differ from those estimates.
METHOD OF ACCCOUNTING FOR INVESTMENT IN LIMITED PARTNERSHIPS
The investment in limited partnerships is accounted for on the equity method.
Acquisition, selection and other costs related to the acquisition of the
projects are capitalized as part of the investment balance.
NET INCOME PER LIMITED PARTNERSHIP INTEREST
Net income per limited partnership interest was computed by dividing the
limited partners' share of net income by the number of limited partnership
interests outstanding during the year. The number of limited partnership
interests was 7,808 for the periods presented.
5
<PAGE> 8
REAL ESTATE ASSOCIATES LIMITED V
(A CALIFORNIA LIMITED PARTNERSHIP)
NOTES TO FINANCIAL STATEMENTS
SEPTEMBER 30, 1995
NOTE 2 - INVESTMENTS IN LIMITED PARTNERSHIPS
CASH AND CASH EQUIVALENTS
Cash and cash equivalents consist of cash and bank certificates of deposit
with an original maturity of three months or less.
INCOME TAXES
No provision has been made for income taxes in the accompanying financial
statements since such taxes, if any, are the liability of the individual
partners.
The Partnership had acquired limited partnership interests in 20 limited
partnerships and has limited partnership interests in 19 limited partnerships
at March 31, 1996. The partnerships own residential rental projects
consisting of 1,319 apartment units. The mortgage loans of these projects are
insured by various governmental agencies.
The Partnership, as a limited partner, is entitled to 75 percent to 99
percent of the profits and losses in these limited partnerships.
Equity in losses of limited partnerships is recognized in the financial
statements until the limited partnership investment account is reduced to a
zero balance. Losses incurred after the limited partnership investment
account is reduced to zero are not recognized.
Distributions from the limited partnerships are accounted for as a return of
capital until the investment balance is reduced to zero or to a negative
amount equal to further capital contributions required. Subsequent
distributions received are recognized as income.
The following is a summary of the investment in limited partnerships:
<TABLE>
<S> <C>
Balance, beginning of period $1,103,818
Cash distributions recognized as a return of capital (91,967)
Amortization of acquisition costs (4,000)
Equity in income of limited partnerships 129,000
----------
Balance, end of period $1,136,851
==========
</TABLE>
6
<PAGE> 9
REAL ESTATE ASSOCIATES LIMITED V
(A CALIFORNIA LIMITED PARTNERSHIP)
NOTES TO FINANCIAL STATEMENTS
MARCH 31, 1996
NOTE 2 - INVESTMENTS IN LIMITED PARTNERSHIPS (CONTINUED)
The following are unaudited combined estimated statements of operations for
the three months ended March 31, 1996 and 1995 for the limited partnerships
in which the Partnership has investments:
<TABLE>
<CAPTION>
1996 1995
----------- ----------
<S> <C> <C>
REVENUES
Rental income $ 3,153,000 $3,200,000
EXPENSES
Depreciation 471,000 530,000
Interest 1,379,000 1,398,000
Operating 1,325,000 1,310,000
----------- ----------
(3,175,000) 3,238,000
----------- ----------
Net loss $ (22,000) $ (38,000)
=========== ==========
</TABLE>
NAPICO, or one of its affiliates, is the general partner and property
management agent for certain of the limited partnerships included above.
NOTE 3 - MANAGEMENT FEES AND EXPENSES DUE TO GENERAL PARTNER
Under the terms of the Restated Certificate and Agreement of Limited
Partners, the Partnership is obligated to NAPICO for an annual management
fee equal to 0.4 percent of the invested assets of the limited partnerships.
Invested assets are defined as the costs of acquiring project interests,
including the proportionate amount of the mortgage loans related to the
Partnership's interests in the capital accounts of the respective
partnerships. The fee was approximately $64,000 for the three months ended
March 31, 1996 and 1995.
The Partnership reimburses NAPICO for certain expenses. The reimbursement
paid to NAPICO was $4,455 for the three months ended March 31, 1996 and
1995, and is included in administrative expenses.
NOTE 4 - CONTINGENCIES
The corporate general partner of the Partnership is a plaintiff in various
lawsuits and has also been a defendant in other lawsuits arising from
transactions in the ordinary course of business. In the opinion of
management and the corporate general partners, the claims will not result in
any material liability to the Partnership.
7
<PAGE> 10
REAL ESTATE ASSOCIATES LIMITED V
(A CALIFORNIA LIMITED PARTNERSHIP)
NOTES TO FINANCIAL STATEMENTS
MARCH 31, 1996
NOTE 5 - FAIR VALUE OF FINANCIAL INSTRUMENTS
Statement of Financial Accounting Standards No. 107, "Disclosure about Fair
Value of Financial Instruments," requires disclosure of fair value
information about financial instruments. The carrying amount of assets and
liabilities reported on the balance sheets that require such disclosure
approximates fair value due to their short-term maturity.
8
<PAGE> 11
REAL ESTATE ASSOCIATES LIMITED V
(A CALIFORNIA LIMITED PARTNERSHIP)
MARCH 31, 1996
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
LIQUIDITY AND CAPITAL RESOURCES
The Partnership's primary sources of funds include interest income earned
from investing available cash and distributions from limited partnerships in
which the Partnership has invested. It is not expected that any of the local
limited partnerships in which the Partnership has invested will generate
cash flow sufficient to provide for distributions to limited partners in any
material amount.
RESULTS OF OPERATIONS
Partnership revenues consist primarily of interest income earned on
certificates of deposit and other temporary investment of funds not required
for investment in local partnerships.
Operating expenses consist primarily of recurring general and administrative
expenses and professional fees for services rendered to the Partnership. In
addition, an annual Partnership management fee in an amount equal to .4
percent of invested assets is payable to the corporate general partner.
Operating expenses are consistent with the prior year.
The Partnership accounts for its investments in the local limited
partnerships on the equity method, thereby adjusting its investment balance
by its proportionate share of the income or loss of the local limited
partnerships. At March 31, 1996, the Partnership has investments in 19
limited partnerships, all of which had operations. The increase in equity in
income for 1996 over 1995 is because the investment balances for certain of
the local limited partnerships were reduced to zero and the related losses
were not recognized in accordance with the equity method of accounting.
Distributions received from limited partnerships are recognized as return of
capital until the investment balance has been reduced to zero or to a
negative amount equal to future capital contributions required. Subsequent
distributions received are recognized as income.
Except for certificates of deposit and money market funds, the Partnership's
investments are entirely interests in other limited partnerships primarily
owning government assisted projects. Available cash is invested in these
funds earning interest income as reflected in the statement of operations.
These funds can be converted to cash to meet obligations as they arise. The
Partnership intends to continue investing available funds in this manner.
9
<PAGE> 12
REAL ESTATE ASSOCIATES LIMITED V
(A CALIFORNIA LIMITED PARTNERSHIP)
MARCH 31, 1996
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
The corporate general partner is a plaintiff or defendant in several lawsuits.
None of these are related to REAL V.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) No exhibits are required per the provision of Item 7 of regulation
S-K.
10
<PAGE> 13
REAL ESTATE ASSOCIATES LIMITED V
(A CALIFORNIA LIMITED PARTNERSHIP)
MARCH 31, 1996
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
REAL ESTATE ASSOCIATES LIMITED V
(a California limited partnership)
By: National Partnership Investments Corp.
General Partner
Date:_____________________________________
By: _____________________________________
Bruce Nelson
President
Date:_____________________________________
By: _____________________________________
Shawn Horwitz
Executive Vice President and
Chief Financial Officer
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
PARTNERSHIP'S STATEMENTS OF EARNINGS AND BALANCE SHEETS AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> MAR-31-1996
<CASH> 1,961,672
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 1,961,672
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 3,098,523
<CURRENT-LIABILITIES> 18,864
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 3,079,659
<TOTAL-LIABILITY-AND-EQUITY> 3,098,523
<SALES> 0
<TOTAL-REVENUES> 228,904
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 99,203
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 129,701
<INCOME-TAX> 0
<INCOME-CONTINUING> 129,701
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 129,701
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
