UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
----------------------------------
FORM 10-Q
|X| QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED FEBRUARY 28, 1998
OR
|_| TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED)
For the transition period from _______ to _______.
Commission File Number: 0-17149
PAINEWEBBER MORTGAGE PARTNERS FIVE, L.P.
----------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 04-2889712
- --------------------------------------------------------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
265 Franklin Street, Boston, Massachusetts 02110
- --------------------------------------------------------------------------------
(Address of principal executive offices) Zip Code)
Registrant's telephone number, including area code (617) 439-8118
--------------
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.|_|
<PAGE>
PAINEWEBBER MORTGAGE PARTNERS FIVE, L.P.
BALANCE SHEETS
February 28, 1998 and August 31, 1997 (Unaudited)
(In thousands)
ASSETS
February 28 August 31
----------- ---------
Real estate investments:
Investment properties held for sale, net $ 4,900 $ 4,900
Land - 230
Mortgage loan receivable - 1,270
------- ---------
4,900 6,400
Cash and cash equivalents 1,034 6,795
Interest and land rent receivable - 21
Accounts receivable 57 48
Prepaid expenses 7 19
Deferred expenses, net - 20
------- --------
$ 5,998 $ 13,303
======= ========
LIABILITIES AND PARTNERS' CAPITAL
Accounts payable - affiliates $ 26 $ 33
Accounts payable and accrued expenses 121 298
Tenant security deposits 85 88
Deferred management fees 245 245
Partners' capital 5,521 12,639
------- --------
$ 5,998 $ 13,303
======= ========
See accompanying notes.
<PAGE>
PAINEWEBBER MORTGAGE PARTNERS FIVE, L.P.
STATEMENTS OF INCOME
For the three and six months ended February 28, 1998 and 1997
(Unaudited) (In thousands, except per Unit amounts)
Three Months Ended Six Months Ended
February 28, February 28,
------------------- --------------------
1998 1997 1998 1997
---- ---- ---- ----
Revenues:
Interest from mortgage
loan $ 16 $ 28 $ 45 $ 57
Land rent 23 6 34 11
Other income 100 30 159 62
------ ------- ------- -------
139 64 238 130
Expenses:
Management fees 26 35 57 69
General and administrative 58 65 119 127
Amortization of deferred
expenses 19 1 20 2
------ ------- ------- -------
103 101 196 198
------ ------- ------- -------
Operating income (loss) 36 (37) 42 (68)
Gain on sale of land 455 - 455 -
Income from operations of
investment properties
held for sale, net 125 128 302 279
------ ------- ------- -------
Net income $ 616 $ 91 $ 799 $ 211
====== ======= ======= =======
Net income per Limited
Partnership Unit $ 0.79 $ 0.12 $ 1.02 $ 0.27
====== ======= ======= =======
Cash distributions per
Limited Partnership Unit $ 2.62 $ 0.17 $ 10.19 $ 0.34
====== ======= ======= =======
The above net income and cash distributions per Limited Partnership Unit are
based upon the 776,988 Units ($50 per Unit) of Limited Partnership Interest
outstanding during each period.
See accompanying notes.
<PAGE>
PAINEWEBBER MORTGAGE PARTNERS FIVE, L.P.
STATEMENTS OF CHANGES IN PARTNERS' CAPITAL (DEFICIT)
For the six months ended February 28, 1998 and 1997 (Unaudited)
(In thousands)
General Limited
Partners Partners
-------- --------
Balance at August 31, 1996 $(101) $12,617
Net income 2 209
Cash distributions (3) (264)
----- -------
Balance at February 28, 1997 $(102) $12,562
===== =======
Balance at August 31, 1997 $ (99) $12,738
Net income 8 791
Cash distributions (2) (7,915)
----- --------
Balance at February 28, 1998 $ (93) $ 5,614
====== ========
See accompanying notes.
<PAGE>
PAINEWEBBER MORTGAGE PARTNERS FIVE, L.P.
STATEMENTS OF CASH FLOWS
For the six months ended February 28, 1998 and 1997 (Unaudited)
Increase (Decrease) in Cash and Cash Equivalents
(In thousands)
1998 1997
---- ----
Cash flows from operating activities:
Net income $ 799 $ 211
Adjustments to reconcile net income
to net cash provided by operating
activities:
Gain on sale of land (455) -
Amortization of deferred expenses 20 2
Changes in assets and liabilities:
Interest and land rent receivable 21 -
Accounts receivable (9) 12
Prepaid expenses 12 16
Accounts payable - affiliates (7) -
Accounts payable and accrued expenses (177) (164)
Tenant security deposits (3) 7
--------- ---------
Total adjustments (598) (127)
--------- ---------
Net cash provided by operating
activities 201 84
--------- ---------
Cash flows from investing activities:
Net proceeds from sale of land 685 -
Repayment of mortgage loan 1,270 -
--------- ---------
Net cash provided by operating
activities 1,955 -
--------- ---------
Cash flows from financing activities:
Distributions to partners (7,917) (267)
---------- ---------
Net decrease in cash and cash equivalents (5,761) (183)
Cash and cash equivalents, beginning of period 6,795 2,637
--------- ---------
Cash and cash equivalents, end of period $ 1,034 $ 2,454
========= =========
See accompanying notes.
<PAGE>
PAINEWEBBER MORTGAGE PARTNERS FIVE, L.P.
Notes to Financial Statements
(Unaudited)
1. General
-------
The accompanying financial statements, footnotes and discussion should be
read in conjunction with the financial statements and footnotes contained in the
Partnership's Annual Report for the year ended August 31, 1997. In the opinion
of management, the accompanying financial statements, which have not been
audited, reflect all adjustments necessary to present fairly the results for the
interim period. All of the accounting adjustments reflected in the accompanying
interim financial statements are of a normal recurring nature.
The accompanying financial statements have been prepared on the accrual
basis of accounting in accordance with generally accepted accounting principles
which require management to make estimates and assumptions that affect the
reported amounts of assets and liabilities and disclosures of contingent assets
and liabilities as of February 28, 1998 and August 31, 1997 and revenues and
expenses for the three- and six-month periods ended February 28, 1998 and 1997.
Actual results could differ from the estimates and assumptions used.
As discussed further in Note 2, the Partnership's mortgage loan and land
investments secured by the Park South Apartments were repaid in January 1998.
Subsequent to this transaction, the Partnership has one remaining wholly-owned
real estate investment (see Note 3). The Partnership plans to actively market
this property for sale during the second half of calendar 1998. The goal of the
Managing General Partner is to complete the sale of the remaining asset and a
liquidation of the Partnership by December 31, 1998. There are no assurances,
however, that the sale of the remaining asset and the liquidation of the
Partnership will be completed within this time frame.
2. Mortgage Loan and Land Investments
----------------------------------
The outstanding first mortgage loan and the cost of the related land to
the Partnership at August 31, 1997 were as follows (in thousands):
Property Amount of Mortgage Loan Cost of Land
-------- ----------------------- ------------
Park South Apartments
Charlotte, North Carolina $1,270 $ 230
On January 20, 1998, the Partnership received $1,270,000 from the borrower
of the mortgage loan secured by the Park South Apartments, which represented the
full repayment of the first leasehold mortgage loan held by the Partnership.
Simultaneously, the Park South owner purchased the Partnership's interest in the
underlying land at a price of $685,000 which included a premium of $455,000 over
the Partnership's cost basis in the land of $230,000. This premium represented a
50% share in the appreciation in the value of the operating investment property
above a specified base amount as called for under the terms of the ground lease.
The Park South mortgage loan opened to prepayment without penalty on December
29, 1997. The Partnership owned a 23% interest in the land underlying the Park
South Apartments and had an equivalent interest in the first mortgage loan
secured by the improvements. The remaining 77% interest in the land and mortgage
loan receivable was owned by an affiliated partnership, PaineWebber Qualified
Plan Property Fund Four, LP. The Partnership distributed the net proceeds of the
Park South transaction to the Limited Partners on February 27, 1998 in the form
of a special distribution in the amount of approximately $1,981,000, or $51 per
original $1,000 investment.
The Park South loan was secured by a first mortgage on the property, the
owner's leasehold interest in the land and an assignment of all tenant leases.
Interest was payable monthly and the principal was due at maturity on December
28, 2001. The annual interest rate on the Park South mortgage loan was 9%. The
land lease had a term of 40 years. Among the provisions of the lease agreement,
the Partnership was entitled to additional rent based upon gross revenues of the
underlying property in excess of a base amount, as defined. During the six
months ended February 28, 1998, the Partnership received additional rent under
the terms of the Park South Apartments land lease totalling $26,000. The
Partnership received no additional rent for the six months ended February 28,
1997.
3. Investment Properties Held for Sale
-----------------------------------
At February 28, 1998 and August 31, 1997, the Partnership owned one
operating investment property (Hacienda Plaza) directly as a result of
foreclosure proceedings resulting from uncured defaults under the terms of a
first mortgage loan held by the Partnership. Until August 1997, the Partnership
had owned another operating property (Spartan Place) that it had acquired
through foreclosure proceedings. As discussed further below, this property was
sold to a third party on August 25, 1997. Descriptions of the transactions
through which the Partnership acquired these properties and of the properties
themselves are summarized below:
Hacienda Plaza
--------------
The Partnership assumed ownership of Hacienda Plaza on June 22, 1990. The
property, which is comprised of 78,415 square feet of leasable office and retail
space in Pleasanton, California, was 93% leased as of February 28, 1998. The
combined balance of the land and the mortgage loan investments at the time title
was transferred to the Partnership was $9,789,000. The estimated fair value of
the operating property at the date of foreclosure was $8,200,000. Accordingly, a
write-down of $1,589,000 was recorded in fiscal 1990. Since the date of the
foreclosure, the Partnership has recorded provisions for possible investment
loss totalling $3,300,000 to write down the net carrying value of the Hacienda
Plaza investment property to reflect additional declines in its estimated fair
value, net of selling expenses. The resulting net carrying value of the Hacienda
Plaza investment property at both February 28, 1998 and August 31, 1997 is
$4,900,000.
Spartan Place Shopping Center
-----------------------------
The Partnership assumed ownership of the Spartan Place Shopping Center,
which is a 151,489 square foot retail center in Spartanburg, South Carolina, on
February 12, 1991. The combined balance of the land and the mortgage loan
investment at the time title was transferred, including the unamortized balance
of deferred costs associated with the original acquisition of the Spartan Place
investments, was $8,419,000. Management estimated that the fair value of the
property, net of selling expenses, at the time of the foreclosure was
$7,840,000. Accordingly, a loss of $579,000 was recorded in fiscal 1991 to
adjust the carrying value to this estimate and the investment was reclassified
to investment properties held for sale. Subsequent to the date of the
foreclosure, the Partnership recorded provisions for possible investment loss
totalling $3,840,000 to write down the net carrying value of the Spartan Place
investment property to reflect additional declines in its estimated fair value,
net of selling expenses. On August 25, 1997, the Partnership sold the Spartan
Place property to an unrelated third party for $4,450,000. After closing costs
and adjustments, the Partnership realized net proceeds of approximately
$4,381,000 from the sale of Spartan Place. As a result of the sale of the
Spartan Place Shopping Center, a Special Distribution of approximately
$5,750,000, or $148 per original $1,000 investment, was made on October 15, 1997
to unitholders of record as of August 25, 1997. The Special Distribution
included the net proceeds from the sale of the Spartan Place Shopping Center as
well as substantially all of the proceeds of the $1.5 million letter of credit
that was collected from the Spartan Place borrower at the time of the original
default and foreclosure on February 12, 1991. Approximately $180,000 of those
proceeds were retained by the Partnership to provide for the potential capital
needs of the Partnership's wholly-owned Hacienda Plaza property.
The Partnership recognizes income from its investment properties held for
sale in the amount of the excess of the properties' gross revenues over the sum
of property operating expenses (including capital improvement expenses and
leasing commissions), taxes and insurance. Combined summarized operating results
for Hacienda Plaza for the three- and six-month periods ended February 28, 1998
and for Hacienda Plaza and Spartan Place for the three- and six-month periods
ended February 28, 1997 are as follows (in thousands):
Three Months Ended Six Months Ended
February 28, February 28,
------------------- --------------------
1998 1997 1998 1997
---- ---- ---- ----
Revenues:
Rental income
and expense
reimbursements $ 334 $ 423 $ 681 $ 817
Other income 2 4 5 6
------- ------ ------- ------
336 427 686 823
Expenses:
Property operating
expenses 139 211 244 372
Property taxes and
insurance 72 88 140 172
------- ------ ------- ------
211 299 384 544
------- ------ ------- ------
Income from operations
of investment
properties held
for sale, net $ 125 $ 128 $ 302 $ 279
====== ======= ====== ======
4. Related Party Transactions
--------------------------
The Adviser earned basic management fees of $57,000 and $69,000 for the
six-month periods ended February 28, 1998 and 1997, respectively. Accounts
payable - affiliates at February 28, 1998 and August 31, 1997 consists of
management fees of $26,000 and $33,000, respectively, payable to the Adviser.
Included in general and administrative expenses for the six months ended
February 28, 1998 and 1997 is $67,000 and $71,000, respectively, representing
reimbursements to an affiliate of the Managing General Partner for providing
certain financial, accounting and investor communication services to the
Partnership.
Also included in general and administrative expenses for the six months
ended February 28, 1998 and 1997 is $4,000 and $3,000, respectively,
representing fees earned by an affiliate, Mitchell Hutchins Institutional
Investors, Inc., for managing the Partnership's cash assets.
<PAGE>
PAINEWEBBER MORTGAGE PARTNERS FIVE, L. P.
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Liquidity and Capital Resources
- -------------------------------
As discussed further below, the Partnership's mortgage loan and land
investments secured by the Park South Apartments were repaid on January 20,
1998, and the Partnership's wholly-owned Spartan Place Shopping Center was sold
on August 25, 1997. Subsequent to these transactions, the Partnership has one
remaining real estate investment, the wholly-owned Hacienda Plaza office and
retail complex. The Partnership assumed direct ownership of this property
following foreclosure proceedings resulting from a default under the terms of
the Partnership's first leasehold mortgage loan. Management's current goal would
be to complete the sale of the remaining asset and a liquidation of the
Partnership by December 31, 1998. As discussed further below, it is expected
that the wholly-owned Hacienda Plaza will be marketed and sold during the second
half of calendar 1998. There are no assurances, however, that the sale of the
remaining asset and the liquidation of the Partnership will be completed within
this time frame. The net proceeds from any future sale transaction will be
distributed to the Limited Partners along with the remaining Partnership cash
reserves after the payment of all liquidation-related expenses.
The first mortgage loan secured by the Park South Apartments was scheduled
to mature on December 28, 2001; however, it opened to prepayment without penalty
on December 29, 1997. On January 20, 1998, the Partnership received $1,270,000
from the borrower of the mortgage loan secured by Park South, which represented
the full repayment of the first leasehold mortgage loan held by the Partnership.
Simultaneously, the Park South owner purchased the Partnership's interest in the
underlying land at a price of $685,000 which included a premium of $455,000 over
the Partnership's cost basis in the land of $230,000. This premium represented a
50% share in the appreciation in the value of the operating investment property
above a specified base amount as called for under the terms of the ground lease.
The Partnership owned a 23% interest in the land underlying the Park South
Apartments and had an equivalent interest in the first mortgage loan secured by
the improvements. The remaining 77% interest in the land and mortgage loan
receivable was owned by an affiliated partnership, Paine Webber Qualified Plan
Property Fund Four, LP. As a result of the disposition on January 20, 1998 of
the Partnership's investments secured by the Park South Apartments, the
Partnership made a Special Distribution of the net proceeds of this transaction
on February 27, 1998 to unitholders of record as of January 20, 1998 in the
amount of approximately $1,981,000, or $51 per original $1,000 investment.
On August 25, 1997, the Partnership sold the Spartan Place property to an
unrelated third party for $4,450,000. After closing costs and adjustments, the
Partnership realized net proceeds of approximately $4,381,000 from the sale of
Spartan Place. As a result of the sale of the Spartan Place Shopping Center, a
Special Distribution of approximately $5,750,000, or $148 per original $1,000
investment, was made on October 15, 1997 to unitholders of record as of August
25, 1997. The Special Distribution included the net proceeds from the sale of
the Spartan Place Shopping Center as well as substantially all of the proceeds
of the $1.5 million letter of credit that was collected from the Spartan Place
borrower at the time of the original default and foreclosure on February 12,
1991. Approximately $180,000 of those proceeds were retained by the Partnership
to provide for the potential capital needs of the Partnership's wholly-owned
Hacienda Plaza property. As previously reported, the Partnership had begun to
examine the possibility of selling Spartan Place in fiscal 1996 and had engaged
in selective marketing efforts over the past two years. After careful evaluation
of the potential benefits of a sale in an "as-is" condition versus the risks of
continuing to search for tenants to replace the two anchor stores that closed
their operations during fiscal 1995, an agreement was signed during the third
quarter of fiscal 1997 which gave a prospective third-party buyer a 60-day
exclusive right to purchase the property. Although the agreement expired during
the fourth quarter of fiscal 1997, negotiations continued with this prospective
buyer and eventually resulted in the sale of the Spartan Place Shopping Center
on August 25, 1997. The sale price of $4,450,000, while substantially less than
the Partnership's original investment of $9.8 million in the land and mortgage
loan secured by Spartan Place, compared favorably with the most recent
independent appraisal of the property. Due to the Spartan Place Special
Distribution and the resulting decrease in the Partnership's cash flow, the
Partnership's annualized distribution rate was adjusted from 2% to 1% beginning
with the distribution for the quarter ended November 30, 1997, which was made on
January 15, 1998. Despite the repayment of the Park South investments during the
current quarter, the Partnership expects to be able to maintain a 1% annual
distribution rate on the remaining invested capital balance for the remainder of
1998.
The wholly-owned Hacienda Plaza office and retail complex remained 93%
leased as of February 28, 1998. As previously reported, overall occupancy levels
for the local Pleasanton, California office market have improved considerably
over the past two years, reaching the mid-to-high 90% range. Such improvement is
primarily the result of the resurgence in the growth of the high technology
industries. As a result, rental rates in the Pleasanton office market have been
improving during this period as well. In addition, a significant number of
build-to-suit office and multi-family residential properties have been
constructed within the past year in the planned development area in which
Hacienda Plaza is located, which has substantially reduced the amount of
available land that could be developed for competing speculative office
properties. As a result of these conditions, operations of the Hacienda Plaza
investment property have stabilized after several years of intense local office
and retail market competition. While occupancy levels in the retail and office
portions of the property were maintained at 97% and 91%, respectively, for the
second quarter of fiscal 1998, there was leasing activity in the office portion
of the property which contains 46,600 of the building's 78,415 square feet.
During the quarter, the property's leasing team signed leases with two new
tenants that now occupy a total of 1,937 square feet. The leasing team also
renewed a lease with a tenant occupying 3,589 square feet at a significantly
higher rental rate. However, two tenants occupying a total of 1,881 square feet
decided not to renew when their leases expired during the quarter. One of the
two vacated spaces, totalling 814 square feet, has been leased to a new tenant
which took occupancy subsequent to the quarter end. Over the next 12 months,
leases with five tenants occupying approximately 7,000 square feet will expire.
The property's leasing team expects three of these tenants, totalling 3,647
square feet, to renew and the remaining two spaces to be rented to new tenants.
In response to changing market conditions in recent months, the leasing and
management teams at Hacienda Plaza have sought to combine some of the smaller
vacant units that are adjacent to one another into larger units in the
2,000-4,000 square foot range. Spaces of this size seem to be in higher demand
than spaces under 2,000 square feet in the Pleasanton market, and the property's
leasing team reports that these larger, combined spaces are generating increased
interest from prospective tenants. A project to improve the exterior lighting
around the retail portion of the property was completed during the second
quarter, and the remodeling of the lobby and common areas in the office portion
of the property was completed subsequent to the quarter end.
At February 28, 1998, the Partnership had available cash and cash
equivalents of $1,034,000. Such cash and cash equivalents will be used for the
working capital requirements of the Partnership, distributions to the partners
and, if necessary, for capital improvements and/or leasing costs at Hacienda
Plaza. The source of future liquidity and distributions to the partners is
expected to be from the operations and future sale of the remaining wholly-owned
investment property, and interest income on the Partnership's cash reserves.
Results of Operations
Three Months Ended February 28, 1998
- ------------------------------------
The Partnership's net income increased by $525,000 for the three months
ended February 28, 1998 when compared to the same period in the prior year. The
increase in net income was primarily due to the $455,000 gain recognized on the
sale of the land underlying the Park South Apartments, as discussed further
above. The increase in net income was also partly due to a $73,000 favorable
change in the Partnership's operating income (loss) which was partially offset
by a $3,000 decrease in income from operations of investment properties held for
sale. The Partnership's operating income (loss) improved primarily due to an
increase in other income of $70,000, which resulted mainly from a residual
distribution of rental income collected from the Spartan Place property, and an
increase in land rent of $17,000. Land rent increased due to additional land
rent received from the Park South Apartments in fiscal 1998 prior to the
repayment transaction described above. The increases in other income and land
rent were partially offset by a decrease in interest from mortgage loan of
$12,000 due to the repayment of the Park South mortgage loan on January 20,
1998. In addition, amortization of deferred expenses increased by $18,000 for
the current three-month period. Amortization of deferred expenses increased due
to the write-off of all remaining unamortized deferred expenses as a result of
the repayment of the Park South mortgage loan and the sale of the underlying
land.
Income from operations of investment properties held for sale decreased
primarily due to the sale of Spartan Place during the fourth quarter of fiscal
1997. Spartan Place had net operating income of $86,000 during the second
quarter of the prior year. Net operating income increased by $83,000 at Hacienda
Plaza for the current three-month period primarily due to a decrease of $77,000
in capital improvements and an increase in rental income of $12,000. Capital
improvements decreased due to the completion of a capital improvement program
during fiscal 1997. In accordance with the Partnership's accounting policy for
assets held for sale, all capital improvements and leasing costs are expensed as
incurred. Rental income increased at Hacienda Plaza due to increases in average
rental rates and occupancy levels.
Six Months Ended February 28, 1998
- ----------------------------------
The Partnership's net income increased by $588,000 for the six months
ended February 28, 1998 when compared to the same period in the prior year. The
increase in net income was primarily due to the $455,000 gain recognized on the
sale of the land underlying the Park South Apartments. The increase in net
income was also partly due to a $110,000 favorable change in the Partnership's
operating income (loss) and a $23,000 increase in income from operations of
investment properties held for sale.
The Partnership's operating income (loss) improved primarily due to an
increase of $97,000 in other income, which resulted primarily from a residual
distribution of rental income collected from the Spartan Place property, and an
increase in land rent of $23,000 due to additional land rent income received
from the Park South Apartments in fiscal 1998 prior to the repayment transaction
described above. The increases in other income and land rent were partially
offset by an increase in amortization of deferred expenses of $18,000.
Amortization expense increased due to the write-off of all remaining unamortized
deferred expenses as a result of the repayment of the Park South mortgage loan
and the sale of the underlying land.
Income from operations of investment properties held for sale increased by
$23,000 for the current six-month period. Net operating income at Hacienda Plaza
increased by $177,000, which was offset by the $154,000 in net income from
Spartan Place which was recognized for the first six months of fiscal 1997. Net
operating income at Hacienda Plaza increased mainly due to an increase of
$93,000 in rental income and a decrease in capital expenditures and leasing
commissions of $102,000. As noted above, capital expenditures and leasing
commissions are expensed currently in accordance with the Partnership's
accounting policy for assets held for sale. Capital expenditures decreased
primarily due to the completion of a capital improvement program during fiscal
1997. The increase in rental income and the decrease in capital expenditures
were partially offset by an increase in real estate taxes of $17,000. Real
estate taxes increased due to an increase in the property's tax assessment.
<PAGE>
PART II
Other Information
Item 1. Legal Proceedings NONE
Item 2. through 5. NONE
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits: NONE
(b) Reports on Form 8-K:
A Current Report on Form 8-K dated January 20, 1998 was filed by the
registrant during the second quarter of fiscal 1998 to report the repayment of
the mortgage loan secured by the Park South Apartments and the sale of the
underlying land and is hereby incorporated herein by reference.
<PAGE>
PAINEWEBBER MORTGAGE PARTNERS FIVE, L.P.
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.
PAINEWEBBER MORTGAGE PARTNERS FIVE, L.P.
By: FIFTH MORTGAGE PARTNERS, INC.
Managing General Partner
By: /s/ Walter V. Arnold
--------------------
Walter V. Arnold
Senior Vice President and Chief
Financial Officer
Dated: April 13, 1998
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
Partnership's unaudited financial statements for the quarter ended February 28,
1998 and is qualified in its entirety by reference to such financial statements.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> AUG-31-1998
<PERIOD-END> FEB-28-1998
<CASH> 1,034
<SECURITIES> 0
<RECEIVABLES> 57
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 1,098
<PP&E> 4,900
<DEPRECIATION> 0
<TOTAL-ASSETS> 5,998
<CURRENT-LIABILITIES> 232
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 5,521
<TOTAL-LIABILITY-AND-EQUITY> 5,998
<SALES> 0
<TOTAL-REVENUES> 995
<CGS> 0
<TOTAL-COSTS> 196
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 799
<INCOME-TAX> 0
<INCOME-CONTINUING> 799
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 799
<EPS-PRIMARY> 1.02
<EPS-DILUTED> 1.02
</TABLE>
