<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
Amendment No. 1
Quarterly Report Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
For the Quarterly Ended SEPTEMBER 30, 1997
Commission File Number 0-12438
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
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 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, 1997
<TABLE>
<CAPTION>
PART I. FINANCIAL INFORMATION
<S> <C>
Item 1. Financial Statements
Balance Sheets, September 30, 1997 and December 31, 1996 .............1
Statements of Operations,
Nine and Three Months Ended September 30, 1997 and 1996 .........2
Statement of Partners' Equity (Deficiency),
Nine Months Ended September 30, 1997 ............................3
Statements of Cash Flows,
Nine Months Ended September 30, 1997 and 1996 ...................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
</TABLE>
<PAGE> 3
REAL ESTATE ASSOCIATES LIMITED V
(A CALIFORNIA LIMITED PARTNERSHIP)
BALANCE SHEETS
SEPTEMBER 30, 1997 AND DECEMBER 31, 1996
ASSETS
<TABLE>
<CAPTION>
1997 1996
(Unaudited) (Audited)
----------- -----------
<S> <C> <C>
INVESTMENTS IN LIMITED PARTNERSHIPS (Note 2) $ 1,475,659 $ 1,305,672
CASH AND CASH EQUIVALENTS (Note 1) 2,231,614 1,953,506
----------- -----------
TOTAL ASSETS $ 3,707,273 $ 3,259,178
=========== ===========
LIABILITIES AND PARTNERS' EQUITY (DEFICIENCY)
LIABILITIES:
Accounts payable $ 40,293 $ 9,978
----------- -----------
COMMITMENTS AND CONTINGENCIES (Notes 3 and 4)
PARTNERS' EQUITY (DEFICIENCY):
General partners (120,676) (124,854)
Limited partners 3,787,656 3,374,054
----------- -----------
3,666,980 3,249,200
----------- -----------
TOTAL LIABILITIES AND PARTNERS'
EQUITY (DEFICIENCY) $ 3,707,273 $ 3,259,178
=========== ===========
</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
NINE AND THREE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996
(Unaudited)
<TABLE>
<CAPTION>
Nine months Three months Nine months Three months
ended ended ended ended
Sept. 30, 1997 Sept. 30, 1997 Sept. 30, 1996 Sept. 30, 1996
--------- --------- --------- ---------
<S> <C> <C> <C> <C>
INTEREST INCOME $ 69,437 $ 24,636 $ 51,755 $ 19,357
--------- --------- --------- ---------
OPERATING EXPENSES:
Legal and accounting 110,717 58,189 41,192 1,535
Management fees - general partner (Note 3) 190,836 63,612 190,836 63,612
Administrative (Note 3) 45,887 16,857 31,108 9,066
--------- --------- --------- ---------
Total operating expenses 347,440 138,658 263,136 74,213
--------- --------- --------- ---------
LOSS FROM OPERATIONS (278,003) (114,022) (211,381) (54,856)
DISTRIBUTIONS FROM LIMITED
PARTNERSHIPS RECOGNIZED AS
INCOME (Note 2) 404,783 263,727 197,297 77,384
EQUITY IN INCOME OF LIMITED
PARTNERSHIP AND AMORTI-
ZATION OF ACQUISITION
COSTS (Note 2) 291,000 97,000 375,000 125,000
--------- --------- --------- ---------
NET INCOME $ 417,780 $ 246,705 $ 360,916 $ 147,528
========= ========= ========= =========
NET INCOME PER LIMITED PARTNERSHIP
INTEREST (Note 1) $ 54 $ 32 $ 46 $ 19
========= ========= ========= =========
</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)
NINE MONTHS ENDED SEPTEMBER 30, 1997
(Unaudited)
<TABLE>
<CAPTION>
General Limited
Partners Partners Total
---------- ----------- ----------
<S> <C> <C> <C>
PARTNERSHIP INTERESTS,
September 30, 1997 7,808
==========
EQUITY (DEFICIENCY),
January 1, 1997 $ (124,854) $3,374,054 $3,249,200
Net income for the nine months
ended September 30, 1997 4,178 413,602 417,780
---------- ---------- ----------
EQUITY (DEFICIENCY),
September 30, 1997 $ (120,676) $3,787,656 $3,666,980
========== ========== ==========
</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
NINE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996
(Unaudited)
<TABLE>
<CAPTION>
1997 1996
----------- ------------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 417,780 $ 360,916
Adjustments to reconcile net income to
net cash used in operating activities:
Equity in income of limited partnerships
and amortization of acquisition costs (291,000) (375,000)
Increase in other assets -- (600)
Increase (decrease) in accounts payable 30,315 (29,439)
----------- -----------
Net cash provided by (used in) operating activities 157,095 (44,123)
----------- -----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Distributions from limited partnerships recognized
as a return of capital 121,013 139,633
----------- -----------
NET INCREASE IN CASH AND CASH EQUIVALENTS 278,108 95,510
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 1,953,506 1,876,153
----------- -----------
CASH AND CASH EQUIVALENTS, END OF PERIOD $ 2,231,614 $ 1,971,663
=========== ===========
</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
SEPTEMBER 30, 1997
NOTE 1 - SUMMARY OF SIGNIFICANT 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, 1996
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 September
30, 1997, and the results of operations for the nine and three months then
ended and changes in cash flows for the nine 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 ACCOUNTING 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 and are being
amortized on a straight line basis over the estimated lives of the
underlying assets, which is generally 30 years.
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 (CONTINUED)
SEPTEMBER 30, 1997
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
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. The Partnership has its
cash and cash equivalents on deposit primarily with one high credit quality
financial institution. Such cash and cash equivalents are in excess of the
FDIC insurance limit.
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.
IMPAIRMENT OF LONG-LIVED ASSETS
The Partnership adopted Statement of Financial Accounting Standards No. 121,
Account for the Improvement of Long-Lived Assets and for Long-Lived Assets
To Be Disposed Of as of January 1, 1996 without a significant effect on its
financial statements. The Partnership reviews long-lived assets to determine
if there has been any permanent impairment whenever events or changes in
circumstances indicate that the carrying amount of the asset may not be
recoverable. If the sum of the expected future cash flows is less than the
carrying amount of the assets, the Partnership recognizes an impairment
loss.
NOTE 2 - INVESTMENTS IN LIMITED PARTNERSHIPS
The Partnership holds limited partnership interests in 19 limited
partnerships. 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.
6
<PAGE> 9
REAL ESTATE ASSOCIATES LIMITED V
(A CALIFORNIA LIMITED PARTNERSHIP)
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEPTEMBER 30, 1997
NOTE 2 - INVESTMENTS IN LIMITED PARTNERSHIPS (CONTINUED)
The following is a summary of the investment in limited partnerships for the
nine months ended September 30, 1997:
<TABLE>
<CAPTION>
<S> <C>
Balance, beginning of period $ 1,305,672
Cash distributions recognized as a return of capital (121,013)
Amortization of acquisition costs (6,000)
Equity in income of limited partnerships 297,000
-----------
Balance, end of period $ 1,475,659
</TABLE>
The following are unaudited combined estimated statements of operations for
the nine months ended September 30, 1997 and 1996 for the limited
partnerships in which the Partnership has investments:
<TABLE>
<CAPTION>
Nine months Three months Nine months Three months
ended ended ended ended
Sept. 30, 1997 Sept. 30, 1997 Sept. 30, 1996 Sept. 30, 1996
-------------- -------------- -------------- --------------
<S> <C> <C> <C> <C>
REVENUES
Rental income $9,483,000 $3,161,000 $9,462,000 $3,154,000
---------- ---------- ---------- ----------
EXPENSES
Depreciation 1,428,000 476,000 1,413,000 471,000
Interest 4,020,000 1,340,000 4,137,000 1,379,000
Operating 4,080,000 1,360,000 3,975,000 1,325,000
---------- ---------- ---------- ----------
9,528,000 3,176,000 9,525,000 3,175,000
---------- ---------- ---------- ----------
Net loss $ (45,000) $ (15,000) $ (63,000) $ (21,000)
=========== =========== =========== ===========
</TABLE>
NAPICO, or one of its affiliates, is the general partner and property
management agent for certain of the limited partnerships included above.
The Partnership is undergoing an extensive review of disposition,
refinancing or re-engineering alternatives for the properties in which it
has invested. The Partnership has began to incur expenses in connection with
this review by various third party professionals, which amounted to $52,323
for the nine months ended September 30, 1997.
7
<PAGE> 10
REAL ESTATE ASSOCIATES LIMITED V
(A CALIFORNIA LIMITED PARTNERSHIP)
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
SEPTEMBER 30, 1997
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 $191,000 for the nine months ended
September 30, 1997 and 1996.
The Partnership reimburses NAPICO for certain expenses. The reimbursement
paid to NAPICO was $14,531 and $14,620 for the nine months ended September
30, 1997 and 1996, respectively, and is included in administrative expenses.
NOTE 4 - CONTINGENCIES
The corporate general partner of the Partnership is involved in various
lawsuits arising from transactions in the ordinary course of business. In
the opinion of management and the corporate general partner, the claims will
not result in any material liability to the Partnership.
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)
SEPTEMBER 30, 1997
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.
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 is undergoing an extensive review of disposition,
refinancing or re-engineering alternatives for the properties in which it
has invested. The Partnership has began to incur expenses in connection with
this review by various third party professionals, which amounted to $52,323
for the nine months ended September 30, 1997.
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. Losses incurred after the limited partnership investment
account is reduced to zero are not recognized in accordance with the equity
accounting method.
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)
SEPTEMBER 30, 1997
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
The corporate general partner is involved in various 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)
SEPTEMBER 30, 1997
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
/s/ Bruce Nelson
------------------------------------------------
Bruce Nelson
President
Date: November 17, 1997
-----------------------------------------------
/s/ Charles H. boxenbaum
------------------------------------------------
Charles H. Boxenbaum
Chief Executive Officer
Date: November 17, 1997
-----------------------------------------------
11
<PAGE> 14
[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]
<TABLE>
<S> <C>
[PERIOD-TYPE] 6-MOS
[FISCAL-YEAR-END] DEC-31-1997
[PERIOD-START] JAN-10-1997
[PERIOD-END] SEP-30-1997
[CASH] 2,231,614
[SECURITIES] 0
[RECEIVABLES] 0
[ALLOWANCES] 0
[INVENTORY] 0
[CURRENT-ASSETS] 2,231,614
[PP&E] 0
[DEPRECIATION] 0
[TOTAL-ASSETS] 3,707,273
[CURRENT-LIABILITIES] 40,293
[BONDS] 0
[PREFERRED-MANDATORY] 0
[PREFERRED] 0
[COMMON] 0
[OTHER-SE] 3,666,980
[TOTAL-LIABILITY-AND-EQUITY] 3,707,273
[SALES] 0
[TOTAL-REVENUES] 765,220
[CGS] 0
[TOTAL-COSTS] 0
[OTHER-EXPENSES] 347,440
[LOSS-PROVISION] 0
[INTEREST-EXPENSE] 0
[INCOME-PRETAX] 417,780
[INCOME-TAX] 0
[INCOME-CONTINUING] 417,780
[DISCONTINUED] 0
[EXTRAORDINARY] 0
[CHANGES] 0
[NET-INCOME] 417,780
[EPS-PRIMARY] 0
[EPS-DILUTED] 0
</TABLE>
