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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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) December 6, 1996
Brauvin Real Estate Fund L. P. 5
(Exact name of registrant as specified in its charter)
Delaware 0-14481 36-3432071
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification
organization) Number)
150 South Wacker Drive, Suite 3200, Chicago, Illinois 60606
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code(312) 443-0922
Not Applicable
(Former name or former address, if changed since last report)
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Item 4. Changes in Registrant's Certifying Accountant
On December 6, 1996, Brauvin Real Estate Fund L.P. 5 (the
"Partnership") dismissed Ernst & Young LLP as its independent
accountant. Ernst & Young LLP's report on the financial statements
for either of the past two years did not contain an adverse opinion
or disclaimer of opinion and was not modified as to uncertainty,
audit scope or accounting principles. The decision to change the
Partnership's accountant was made at the recommendation of the
General Partners to reduce the costs associated with the audit. In
the Partnership's fiscal years ended 1994 and 1995 and the
subsequent interim period preceding the dismissal there were no
disagreements with Ernst & Young LLP on any matter of accounting
principles or practices, financial statement disclosure or auditing
scope or procedure which would have caused Ernst & Young LLP to
make reference to the matter in their report. There were no
reportable events as that term is described in Item
304(a)(1)(iv)(B) of Regulation S-B.
On December 6, 1996, the Partnership engaged Deloitte & Touche
LLP as its independent accountant. The decision to engage Deloitte
& Touche LLP was made following consideration by the General
Partners. Neither the Partnership (nor someone on its behalf)
consulted Deloitte & Touche LLP regarding: (i) the application of
accounting principles to a specific transaction, either completed
or proposed, or the type of audit opinion that might be rendered on
the Partnership's financial statements; or (ii) any matter that was
either the subject of a disagreement or a reportable event.
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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.
BRAUVIN REAL ESTATE FUND L.P. 5
By: Brauvin Ventures, Inc.
Its Corporate General Partner
By: /s/ Jerome J. Brault
Jerome J. Brault,
Chairman of the Board,
President and Chief Executive Officer
Dated: December 11, 1996
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