<PAGE>
- --------------------------------------------------------------------------------
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 March 31, 1999
--------------
Commission file number 0-15690
-------
RESOURCES PENSION SHARES 5, L.P.
(Exact name of registrant as specified in its charter)
DELAWARE 13-3353722
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
411 West Putnam Avenue, Suite 270, Greenwich, CT 06830
(Address of principal executive offices)
(203) 862-7444
(Registrant's telephone number, including area code)
None
(Former name, former address and former fiscal year,
if changed since last report)
Indicate by check 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
---
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<PAGE>
RESOURCES PENSION SHARES 5, L.P.
FORM 10Q - MARCH 31, 1999
INDEX
<TABLE>
<S> <C>
PART I - FINANCIAL INFORMATION
ITEM 1 - FINANCIAL STATEMENTS
BALANCE SHEETS - March 31, 1999 and December 31, 1998 ............................................ 1
STATEMENTS OF INCOME - For the three months ended March 31, 1999
and 1998 ....................................................................................... 2
STATEMENT OF PARTNERS' EQUITY - For the three months ended
March 31, 1999 .............................................................................. 3
STATEMENTS OF CASH FLOWS - For the three months ended
March 31, 1999 and 1998 ..................................................................... 4
NOTES TO FINANCIAL STATEMENTS..................................................................... 5-9
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS ........................................................ 10-12
PART II - OTHER INFORMATION
ITEM 1 - LEGAL PROCEEDINGS............................................................................ 13
ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K............................................................. 13
SIGNATURES ............................................................................................ 14
</TABLE>
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1 -- FINANCIAL STATEMENTS
RESOURCES PENSION SHARES 5, L.P.
BALANCE SHEETS
<TABLE>
<CAPTION>
March 31, December 31,
1999 1998
--------- ------------
<S> <C> <C>
ASSETS
Investments in mortgage loans $ 12,502,019 $ 12,531,894
Cash and cash equivalents 3,870,306 3,427,496
Real estate - net 7,546,475 7,581,505
Other assets 260,622 133,656
Interest receivable - mortgage loans 46,269 105,751
Interest receivable - other 14,061 6,098
------------ ------------
$ 24,239,752 $ 23,786,400
============ ============
LIABILITIES AND PARTNERS' EQUITY
Liabilities
Accounts payable and accrued expenses $ 143,373 $ 200,278
Other liabilities 441,604 441,604
Due to affiliates 222,824 108,573
------------ ------------
Total liabilities 807,801 750,455
------------ ------------
Commitments and contingencies
Partners' equity
Limited partners' equity (5,690,843
units issued and outstanding) 23,197,642 22,805,596
General partners' equity 234,309 230,349
------------ ------------
Total partners' equity 23,431,951 23,035,945
------------ ------------
$ 24,239,752 $ 23,786,400
============ ============
</TABLE>
See notes to financial statements.
1
<PAGE>
RESOURCES PENSION SHARES 5, L.P.
STATEMENTS OF INCOME
<TABLE>
<CAPTION>
For the three months ended
March 31,
---------------------------
1999 1998
------- ------
<S> <C> <C>
Revenues
Mortgage loans interest income 325,069 $ 800,332
Operating income - real estate 303,307 302,233
Short-term investment interest 40,648 194,165
Other income 48,923 14,779
--------- ---------
717,947 1,311,509
--------- ---------
Costs and expenses
Management fees 100,420 181,009
Operating expenses - real estate 113,725 118,382
Depreciation and amortization expense 55,874 61,275
General and administrative expenses 28,353 42,570
Property management fees 15,738 17,295
Mortgage servicing fees 7,831 15,134
--------- ---------
321,941 435,665
--------- ---------
396,006 875,844
Loss on disposition of real estate - (28,156)
--------- ---------
Net income $ 396,006 $ 847,688
========= =========
Net income attributable to
Limited partners $ 392,046 $ 839,211
General partners 3,960 8,477
--------- ---------
$ 396,006 $ 847,688
========= =========
Net income per unit of limited partnership
interest (5,690,843 units outstanding) $ .07 $ .15
========= =========
</TABLE>
See notes to financial statements.
2
<PAGE>
RESOURCES PENSION SHARES 5, L.P.
STATEMENT OF PARTNERS' EQUITY
<TABLE>
<CAPTION>
General Limited Total
Partners' Partners' Partners'
Equity Equity Equity
------------ ------------- ------------
<S> <C> <C> <C>
Balance, January 1, 1999 $ 230,349 $ 22,805,596 $ 23,035,945
Net income - for the three months ended
March 31, 1999 3,960 392,046 396,006
--------- ------------ ------------
Balance, March 31, 1999 $ 234,309 $ 23,197,642 $ 23,431,951
========= ============ ============
</TABLE>
See notes to financial statements.
3
<PAGE>
RESOURCES PENSION SHARES 5, L.P.
STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
For the three months ended
March 31,
----------------------------
1999 1998
--------- ---------
<S> <C> <C>
INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS
Cash flows from operating activities
Net income $ 396,006 $ 847,688
Adjustments to reconcile net income to
net cash provided by operating activities
Depreciation and amortization expense 55,874 61,275
Amortization of origination and acquisition fees (8,156) 4,403
Loss on disposition of real estate - 28,156
Changes in assets and liabilities
Other assets (131,661) (35,357)
Interest receivable - mortgage loans 59,482 (132,178)
Interest receivable - other (7,963) 3,797
Accounts payable and accrued expenses (56,905) (323,324)
Other liabilities - (165,388)
Due to affiliates 114,251 (125,385)
----------- ------------
Net cash provided by operating activities 420,928 163,687
----------- ------------
Cash flows from investing activities
Proceeds from disposition of real estate, net - 1,456,844
Mortgage loan repayments received 38,031 82,409
Additions to real estate (16,149) -
----------- ------------
Net cash provided by investing activities 21,882 1,539,253
----------- ------------
Cash flows from financing activities
Distributions to partners - (632,316)
----------- ------------
Net increase in cash and cash equivalents 442,810 1,070,624
Cash and cash equivalents, beginning of period 3,427,496 15,725,616
----------- ------------
Cash and cash equivalents, end of period $ 3,870,306 $ 16,796,240
=========== ============
</TABLE>
See notes to financial statements.
4
<PAGE>
RESOURCES PENSION SHARES 5, L.P.
NOTES TO FINANCIAL STATEMENTS
1 INTERIM FINANCIAL INFORMATION
The summarized financial information contained herein is unaudited;
however, in the opinion of management all adjustments (consisting of
normal recurring accruals) necessary for a fair presentation of such
financial information have been included. The accompanying financial
statements, footnotes and discussions should be read in conjunction
with the financial statements, related footnotes and discussions
contained in the Resources Pension Shares 5, L.P. (the "Partnership")
annual report on Form 10-K for the year ended December 31, 1998. The
results of operations for the three months ended March 31, 1999 are not
necessarily indicative of the results to be expected for the full year.
2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Investments in mortgage loans
The Partnership accounts for its investments in mortgage loans under
the following methods:
Investment method
Mortgage loans representing transactions in which the Partnership
is considered to have substantially the same risks and potential
rewards as the borrower are accounted for as investments in real
estate rather than as loans. Although the transactions are
structured as loans, due to the terms of the deferred interest
portion of the mortgage loan, it is not readily determinable at
inception that the borrower will continue to maintain a minimum
investment in the property. Under this method of accounting, the
Partnership recognizes as revenue the lesser of the amount of
interest as contractually provided for in the mortgage loan, or
the pro rata share of the actual cash flow from operations of the
underlying property inclusive of depreciation and interest
expense on any senior indebtedness.
Interest method
Under this method of accounting, the Partnership recognizes
revenue as interest income over the term of the mortgage loan so
as to produce a constant periodic rate of return. Interest income
is not recognized as revenue during periods where there are
concerns about the ultimate realization of the interest or the
loan principal.
Allowance for loan losses
A provision for loan losses is established based upon a periodic review
of each of the mortgage loans in the Partnership's portfolio. In
performing the review, management considers the estimated net
realizable value of the mortgage loan or collateral as well as other
factors, such as the current occupancy, the amount and status of any
senior debt, the prospects for the property and the economic situation
in the region where the property is located. Because this determination
of net realizable value is based upon projections of future economic
events which are inherently subjective, the amounts ultimately realized
at disposition may differ materially from the carrying value as of
March 31, 1999. Accordingly, the Partnership may provide additional
losses in subsequent periods and such provisions could be material.
5
<PAGE>
RESOURCES PENSION SHARES 5, L.P.
NOTES TO FINANCIAL STATEMENTS
2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
Write-down for impairment
The Partnership records write-downs for impairment based upon a
periodic review of the real estate in its portfolio. Real estate
property is carried at the lower of depreciated cost or estimated fair
value. In performing this review, management considers the estimated
fair value of the property based upon the undiscounted future cash
flows, as well as other factors, such as the current occupancy, the
prospects for the property and the economic situation in the region
where the property is located. Because this determination of estimated
fair value is based upon projections of future economic events which
are inherently subjective, the amounts ultimately realized at
disposition may differ materially from the carrying value at each
period. Accordingly, the Partnership may record additional write-downs
in subsequent periods and such write-downs could be material.
3 CONFLICTS OF INTEREST AND TRANSACTIONS WITH RELATED PARTIES
The Investment General Partner of the Partnership, Resources Pension
Advisory Corp., the Administrative General Partner, Resources Capital
Corp., and the Associate General Partner, Presidio AGP Corp. are
wholly-owned subsidiaries of Presidio Capital Corp. ("Presidio"). The
Administrative General Partner is also a general partner in several
other limited partnerships which are also affiliated with Presidio, and
which are engaged in businesses that are, or may be in the future, in
direct competition with the Partnership. The Investment General
Partner, the Administrative General Partner and Associate General
Partner are collectively referred to as the "General Partners."
On August 28, 1997, an affiliate of NorthStar Capital Partners acquired
all of the Class B shares of Presidio. This acquisition, when
aggregated with previous acquisitions, caused NorthStar Capital
Partners to acquire indirect control of the General Partners. Effective
July 31, 1998, Presidio is indirectly controlled by NorthStar Capital
Investment Corp. ("NorthStar"), a Maryland corporation.
Presidio entered into a management agreement with NorthStar Presidio
Management Company LLC ("NorthStar Presidio"), an affiliate of
NorthStar. Under the terms of the management agreement, NorthStar
Presidio provides the day-to-day management of Presidio and its direct
and indirect subsidiaries and affiliates.
For the three month periods ended March 31, 1999 and 1998,
reimbursable expenses due to NorthStar Presidio amounted to $6,000
and $6,000, respectively.
For management of the affairs of the Partnership, the Administrative
General Partner is entitled to receive a management fee equal to 1.25%
per annum of the average month-end net asset value of the Partnership
for the first four years after the initial closing date; 1.5% for the
next six years; and 1.75% thereafter. For the quarters ended March 31,
1999 and 1998, the Administrative General Partner earned $100,420 and
$181,009, respectively.
For the servicing of mortgage loans made by the Partnership, the
Investment General Partner is entitled to receive a mortgage servicing
fee of 1/4 of 1% per annum of the principal balances loaned. During the
quarters ended March 31, 1999 and 1998, the Investment General Partner
earned $7,831 and $15,134, respectively, for mortgage servicing fees.
6
<PAGE>
RESOURCES PENSION SHARES 5, L.P.
NOTES TO FINANCIAL STATEMENTS
3 CONFLICTS OF INTEREST AND TRANSACTIONS WITH RELATED PARTIES (continued)
On December 9, 1993, the Partnership entered into a supervisory
management agreement with Resources Supervisory Management Corp.
("RSMC"), an affiliate of the General Partners, to perform certain
functions relating to supervising the management of the Groton
property. As such, RSMC is entitled to receive as compensation for its
supervisory management services the greater of 6% of annual gross
revenues from the Groton property when leasing services are performed
or 3% of gross revenue when no leasing services are performed. RSMC
entered into an agreement with an unaffiliated local management company
to perform such services on behalf of the Partnership. The terms of
this agreement are substantially the same as the agreement entered into
between the Partnership and RSMC. There was no supervisory management
fee earned by RSMC for the quarters ended March 31, 1999 and 1998.
Management fees earned by the unaffiliated local management company
amounted to $15,738 and $17,295 for the quarters ended March 31, 1999
and 1998, respectively.
The General Partners collectively are allocated 1% of net income, loss
and cash flow distributions of the Partnership. Such amounts allocated
or distributed to the General Partners are apportioned .98% to the
Administrative General Partner, .01% to the Investment General Partner
and .01% to the Associate General Partner. For the quarters ended March
31, 1999 and 1998, the Administrative General Partner, Investment
General Partner and Associate General Partner were allocated net income
of $3,940 and $40, $40 and $8,307, $85 and $85, respectively.
As of March 31, 1999 affiliates of Presidio have purchased
1,413,256.475 limited partnership units of the Partnership. These units
represent 24.8% of the issued and outstanding limited partnership
units.
4 INVESTMENTS IN MORTGAGE LOANS
DVL Loan
On February 28, 1997, the Partnership funded a Negotiable Promissory
Note (the "Note") to DVL, Inc. ("DVL"), in the principal amount of
$2,000,000 at an annual interest rate of 12% with interest payable
monthly. In addition, the Partnership was entitled to receive
payments equal to DVL's excess cash flow (as defined) from the
mortgages underlying DVL's collateral assignment, which was to be
applied as a reduction of principal. The Note was due to mature on
February 27, 2000 and could be pre-paid during the first two years.
The Note was secured by (among other things) a collateral assignment
of DVL's interest in certain promissory notes payable to DVL.
On July 30, 1997, DVL sold one of the properties underlying the Note
and made a $1,075,000 prepayment to the Partnership. Approximately
$1,032,000 of the prepayment was applied towards the principal balance
of the Note and the remainder was applied to interest and yield
maintenance fee.
On April 1, 1998, DVL sold another of the properties underlying the
Note and made a $500,000 prepayment to the Partnership. $467,787 was
applied towards the principal balance of the Note and the remainder was
applied to interest and yield maintenance fee.
In January 1999, the balance of the Note was repaid in its entirety.
7
<PAGE>
RESOURCES PENSION SHARES 5, L.P.
NOTES TO FINANCIAL STATEMENTS
4 INVESTMENTS IN MORTGAGE LOANS (continued)
Information with respect to the Partnership's investments in mortgage
loans is summarized below:
<TABLE>
<CAPTION>
Interest Contractual Carrying
Interest Rate Mortgage Recognized Balance Value
--------------------------- Maturity Amount March 31 March 31, March 31,
Description Current % Accrued % Date Advanced 1999 1999 (2) 1999 (1)
------------------ ------------- ------------ ---------- ---------- ---------- ----------- ----------
<S> <C> <C> <C> <C> <C> <C> <C>
Shopping Centers
Lucky Supermarket
Buena Park, CA (4) 8.41-10.00 1.82 - 0 May 2005 $ 2,200,000 $ 55,385 $ 2,491,633 $ 2,232,642
Hotel
Crowne Plaza Hotel (3)
Cincinnati, Ohio 11.00 - October 2000 6,500,000 187,532 6,405,892 6,405,892
Lionmark Corp. Ctr.
Columbus, OH (3) 8.5 - June 2003 4,000,000 82,152 3,863,485 3,863,485
----------- ---------- ------------ ------------
$12,700,000 $ 325,069 $ 12,761,010 $ 12,502,019
=========== ========== ============ ============
</TABLE>
1. The carrying values of the above mortgage loans are inclusive of
acquisition fees, accrued interest recognized and loan origination
fees.
2. The contractual balance represents the original mortgage amount
advanced plus accrued interest calculated in accordance with the loan
agreements, less principal amortization received.
3. These loans are accounted for under the interest method.
4. This loan is accounted for under the investment method.
5 REAL ESTATE
Landover, Maryland
On December 21, 1992, the Investment General Partner, on behalf of the
Partnership, foreclosed on the property securing the Garfinkel's loan.
At the foreclosure sale, the Partnership acquired the property for a
bid of $3,200,000. In addition, in June 1993, the Partnership paid
$84,404 for costs associated with the foreclosure. Such costs have been
capitalized as real estate assets and are being depreciated over the
estimated useful life of the property.
On January 27, 1992, the Partnership received $450,000 from the former
property owner in exchange for a release of a personal guarantee in
which the former owner was obligated to reimburse the Partnership for
asbestos removal up to a maximum of $500,000. The receipt of these
funds was recorded as a liability on the Partnership's balance sheet.
During June 1992, $6,950 was paid for remedial cleaning in connection
with the asbestos removal and the unexpended asbestos reserve
aggregated $443,050, which is included in other liabilities in the
accompanying balance sheets at March 31, 1999 and December 31, 1998.
The Partnership does not presently plan to commence removal of the
asbestos until a purchaser or tenant for the property is identified.
The Garfinkel's property has been vacant since the foreclosure of the
Partnership.
8
<PAGE>
RESOURCES PENSION SHARES 5, L.P.
NOTES TO FINANCIAL STATEMENTS
5 REAL ESTATE (continued)
The following table is a summary of the Partnership's real estate as
of:
<TABLE>
<CAPTION>
March 31, December 31,
1999 1998
--------------- ---------------
<S> <C> <C>
Land $ 1,902,000 $ 1,902,000
Building and improvements 6,740,375 6,724,226
--------------- ---------------
8,642,375 8,626,226
Less accumulated depreciation (1,095,900) (1,044,721)
--------------- ---------------
$ 7,546,475 $ 7,581,505
=============== ===============
</TABLE>
9
<PAGE>
ITEM 2- MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Liquidity and capital resources
As of March 31, 1999, the Partnership has funded an aggregate of
$12,700,000 to the mortgagors in three outstanding mortgage loans. (See
Note 4 to the financial statements.)
On February 28, 1997, the Partnership funded a Negotiable Promissory
Note (the "Note") to DVL, Inc. ("DVL"), in the principal amount of
$2,000,000 at an annual interest rate of 12% with interest payable
monthly.
On July 30, 1997, DVL sold one of the properties underlying the
promissory notes and made a $1,075,000 prepayment of the Note.
Approximately $1,032,000 of the prepayment was applied towards the
principal balance of the Note and the remainder was applied to interest
and a yield maintenance fee.
On April 1, 1998, DVL sold another of the properties underlying the
note and made a $500,000 prepayment to the Partnership. Approximately
$467,787 was applied towards the principal balance of the Note and the
remainder was applied to interest and yield maintenance fee.
In January 1999, the balance of the DVL Note was repaid in it entirety.
In March 1997, the Xerox loan matured. On September 30, 1997 the
Partnership received a deed-in-lieu of foreclosure on the property
underlying this loan. At that date, the Xerox loan had a carrying value
of $1,100,000 and the underlying property had an estimated net
realizable value of $1,500,000. Accordingly, the Partnership has
reduced its investments in mortgage loans by the carrying value of the
Xerox loan and recorded an addition to real estate for the estimated
net realizable value of the underlying property. On March 10, 1998, the
Partnership sold this property for net proceeds of approximately
$1,457,000.
On June 3, 1998, the Avon loan was prepaid in its entirety. The
Partnership received $3,694,492 of which $3,638,804 was applied towards
principal and $55,688 to interest.
In June 1998, the Bankruptcy Court approved the settlement of the Bank
of California Wrap Loan in its entirety. At that time, the net carrying
value on the Partnership's books was $8,500,000. The Partnership
received the full contractual amount of $16,955,560, of which
$8,500,000 was applied towards principal and $8,455,560 applied to
interest.
Currently, the foreclosed property which formerly secured the Garfinkel
Loan is vacant. Funds which are necessary to lease up the property and
to remedy deferred maintenance conditions at the Garfinkel's property
and for capital improvements will be supplied from the Partnership's
working capital reserves. The Partnership currently holds working
capital reserves in short term investments, at rates which are lower
than the returns previously earned on the loans that have been repaid.
If excess working capital is ultimately invested in new loans, these
investments are likely to be at lower rates than previous investments
due to current market conditions.
On June 16, 1998, the Partnership paid a special cash distribution of
$34,489,955 ($6.00 per limited partnership unit), substantially all of
which represents proceeds from mortgage principal payments and property
sales received in 1998 and prior years. At March 31, 1999 the
Partnership had working capital reserves of approximately $3,600,000.
Working capital reserves are invested in short-term instruments and are
expected to be sufficient to pay administrative expenses during the
term of the Partnership. If necessary, the Partnership has the right to
establish reserves from disposition proceeds or from cash flow.
10
<PAGE>
Liquidity and capital resources (continued)
Except as discussed above, management is not aware of any other known
trends, events, commitments or uncertainties that will have a
significant impact on liquidity.
Results of operations
Net income decreased for the three month period ended March 31, 1999
compared with the same period in the prior year. The decrease was
primarily due to the receipt of the entire outstanding contractual
balances from the Bank of California, Avon Market Center loans and DVL
loans subsequent to the prior year period.
Revenues decreased for the three month period ended March 31, 1999
compared with the same period in the prior year primarily due to an
decrease in mortgage interest income, resulting from loan repayments
received from Bank of California, Avon Market Center and DVL loans.
Investment interest income decreased as a result of a decrease in cash
for investment on which the interest is earned. Other income increased
as a result of an increase in transfer fee income.
Costs and expenses decreased for the three months ended March 31, 1999
compared with the same period in the prior year. The decrease is
primarily due to a decrease in management fees as a result of a
decrease in the fee percentage of net asset value on which such fees
are calculated. In addition, operating expenses decreased as a result
of the disposition of the Xerox property in March 1998. General and
Administrative expenses decreased primarily as a result of a decrease
in legal expenses due to the mortgage loan payoffs.
Inflation
Inflation has not had a material effect on the Partnership's revenues
during the period and is not expected to have a material effect in the
future. However, prolonged periods of low or no inflation could result
in low levels of interest rates which could result in certain of the
Partnership's loans being prepaid prior to maturity and the Partnership
receiving decreased revenues on any reinvestment of such funds.
Year 2000 compliance
The Year 2000 compliance issue concerns the inability of computerized
information systems and equipment to accurately calculate, store or use
a date after December 31, 1999, as a result of the year being stored as
a two digit number. This could result in a system failure or
miscalculations causing disruptions of operations. The Partnership and
NorthStar Presidio recognize the importance of ensuring that its
business operations are not disrupted as a result of Year 2000 related
computer system and software issues.
NorthStar Presidio is in the process of assessing its internal computer
information systems and is taking the steps necessary to remediate
these systems so that they will be Year 2000 compliant. In connection
therewith, NorthStar Presidio has installed a new fully compliant
accounting and reporting system. NorthStar Presidio is also reviewing
its other internal systems and programs, along with those of its
unaffiliated third party service providers, in order to ensure
compliance.
11
<PAGE>
Year 2000 compliance (continued)
Because this assessment is ongoing, the total cost of bringing all
systems and equipment into Year 2000 compliance has not been fully
quantified. Based upon available information, NorthStar Presidio does
not believe that these costs will have a material adverse effect on the
Partnership's business, financial condition or results. However, it is
possible that there could be adverse consequences to the Partnership as
a result of Year 2000 issues that are outside the Partnership's
control.
12
<PAGE>
PART II - OTHER INFORMATION
ITEM 1 - LEGAL PROCEEDINGS
None
ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits: None.
(b) Reports on Form 8-K: None.
13
<PAGE>
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.
RESOURCES PENSION SHARES 5, L.P.
By: Resources Capital Corp.
Administrative General Partner
By: Allan B. Rothschild
------------------------------
Allan B. Rothschild
President
By: /s/ Lawrence R. Schachter
------------------------------
Lawrence R. Schachter
Senior Vice President and
Chief Financial Officer
Date: May 13, 1999
14
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
Statements of the March 31, 1999 Form 10-Q of Resources Pension Shares 5
and is qualified in its entirety by reference to such financial statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-END> MAR-31-1999
<CASH> 3,870,306
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 4,191,258
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 24,239,752
<CURRENT-LIABILITIES> 366,197
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 23,431,951
<TOTAL-LIABILITY-AND-EQUITY> 24,239,752
<SALES> 0
<TOTAL-REVENUES> 717,947
<CGS> 0
<TOTAL-COSTS> 266,067
<OTHER-EXPENSES> 55,874
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 396,006
<INCOME-TAX> 0
<INCOME-CONTINUING> 396,006
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 396,006
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
