<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
Quarterly Report Pursuant to Section 13 or 15(d)
of
The Securities Exchange Act of 1934
for the Quarterly Period ended March 31, 1997
Commission File No. 0-19933
TMP INLAND EMPIRE V, LTD.
A CALIFORNIA LIMITED PARTNERSHIP
(Exact name of registrant as specified in its charter)
CALIFORNIA 33-0341829
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
801 North Parkcenter Drive, Suite 235 92705
Santa Ana, California (Zip Code)
(Address of principal executive office)
(714) 836-5503
(Registrant's telephone number, including area code)
----------------------
Indicate by check mark whether Registrant has [1] 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 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
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
The following financial statements are filed as a part of this Form 10-Q:
Balance Sheets as of March 31, 1997 and December 31, 1996
Statements of Income for the Three Months ended March 31, 1997 and 1996
Statements of Cash Flows for the Three Months ended March 31, 1997, and 1996
The accompanying unaudited interim financial statements include all adjustments
(consisting solely of normal recurring adjustments) which are, in the opinion of
management, necessary to fairly present the inancial position of the Partnership
as of March 31, 1997 and the results of its operations, changes in partners'
equity, and cash flows for the periods then ended
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TMP INLAND EMPIRE V, LTD.
a California Limited Partnership
Balance Sheets
<TABLE>
<CAPTION>
March 31, December 31,
1997 1996
<S> <C> <C>
Assets
Cash $ 44,244 $ 68,795
Accounts Receivable - -
Interest Receivable $ 655 -
Notes Receivable (Note 3) $ 112,352 $ 117,000
Investment in Unimproved Land (Note 1) $ 4,645,780 $ 4,600,000
Prepaid Expense - -
Organization Costs, Net (Note 1) - -
Total Assets $ 4,803,031 $ 4,785,795
Liabilities and Partners' Capital
Accounts Payable and Accrued Liabilities $ 800 $ 800
Due to Affiliates $ 1,361 $ 561
Property Taxes Payable (Note 6) $ 148,404 $ 134,338
Commissions Payable (Note 4) $ 5,400 $ 5,400
Notes payable (Note 5) $ 125,000 $ 125,000
Total Liabilities $ 280,965 $ 266,099
Partners' capital
General Partners $ (43,961) $ (43,984)
Limited Partners; 10,000 equity
units authorized and outstanding $ 4,566,027 $ 4,563,680
Total Partners' Capital $ 4,522,066 $ 4,519,696
Total Liabilites and Partners Capital $ 4,803,031 $ 4,785,795
</TABLE>
<PAGE> 4
TMP INLAND EMPIRE V, LTD.
a California Limited Partnership
Statements of Income
<TABLE>
<CAPTION>
Three Months Ended March 31,
1997 1996
<S> <C> <C>
Land Sales $ 0 $ 0
Cost of Land Sales $ 0 $ 0
Gross Profit $ 0 $ 0
Interest and Other Income $2,370 $ 837
General and Admin. Expense $ 0 $ 0
Amortization $ 0 $ 1,575
Net Income (Loss) $2,370 ($ 738)
Allocation of Net Income (Loss) (Note 2)
General Partners $ 24 ($ 7)
Limited Partners $2,346 ($ 731)
Limited Partners, per unit $ 0.23 ($ 0.07)
</TABLE>
<PAGE> 5
TMP INLAND EMPIRE V, LTD.
a California Limited Partnership
Statement of Cash Flows
<TABLE>
<CAPTION>
Three Months Ended March 31,
1997 1996
<S> <C> <C>
Net Income (Loss) $ 1,715 $ (738)
Cash Flow from operating activities
Adjustments to reconcile net income (loss)
to net cash used in operating activities:
Amortization of organization costs - 1,575
Increase in investment in unimproved land (45,780) (36,674)
Increase in Receivables - (823)
Increase in Prepaid Expense - -
Increase (Decrease) in Accounts Payable
and Accrued LiabilitIes 14,865 29,332
Decline in fair value of unimproved land - -
Net Cash provided by (used in)
Operating Activities $(29,200) $ (7,328)
Cash Flow from Financing Activities
Decrease in Notes Receivable 4,649 -
Net Cash provided by Financing Activities 4,649 -
Net Decrease in Cash $(24,551) $ (7,328)
Cash, Beginning of Period $ 68,795 $ 7,392
Cash, End of Period $ 44,244 $ 64
Supplemental disclosures of cash flow information:
Income taxes paid - -
Interest paid - -
</TABLE>
<PAGE> 6
TMP INLAND EMPIRE V, LTD
a California Limited Partnership
Notes to the Financial Statements
For the Three Months ended March 31, 1997
(Unaudited)
NOTE 1 - Summary of Significant Accounting Policies
Accounting Method - TMP Inland Empire V, Ltd. (the Partnership) prepares
its financial statements on the accrual basis of accounting.
Organization Costs - Organization costs include expenses incurred in the
formation of the Partnership that have been capitalized and that have been
amortized over a period of 40 years prior to 1992 and are being amortized over
five years beginning in 1992.
Investment in Unimproved Land - The Partnership's land is stated at the lower of
actual cost or market value, based on specific identification. All costs
associated with the acquisition of a property are capitalized. In addition, the
Partnership capitalizes all carrying costs.
Income Taxes - The entity is treated as a partnership for income tax purposes
and any income or loss is passed through and taxable at the partner level.
Accordingly, no provision for federal income taxes is provided.
NOTE 2 - Allocation of Profits, Losses and Cash Distributions
Profits, losses, and cash distributions are allocated 99 percent to the limited
partners and one percent to the general partners until the limited partners have
received an amount equal to their capital contributions plus a cumulative,
non-compounded return of six percent per annum based on their adjusted capital
account balances. At that point, remaining profits, losses and cash
distributions are allocated 85 percent to the limited partners and 15 percent to
the general partners.
As of March 31, 1997 and 1996, profits, losses and cash distributions were
allocated 99 percent to the limited partners and one percent to the general
partners.
NOTE 3 - Note Receivable
As of March 31, 1997, the Partnership had a note receivable relating to a
property sale in 1995. The note bears interest at seven percent per annum with
monthly principal and interest payments of $3,000.
NOTE 4 - Commissions Payable
As of March 31, 1997 and 1996, the Partnership had a payable to a related party
for services rendered relating to sales of properties in 1989 and 1990.
<PAGE> 7
NOTE 5 - Note Payable
As of March 31, 1997, the Partnership had a note payable to a private mortgage
company. The loan bears interest at 15% per annum and matures August 1, 1998.
NOTE 6 - Property Taxes Payable
Property Taxes payable as of March 31, 1997 is as follows:
1994 $ 48,201
1995 $ 56,269
1996 $ 29,868
1997 $ 14,066
--------
$148,404
========
If property taxes remain delinquent for five years, then the County can
foreclose on the property. Management plans to take necessary actions to prevent
foreclosures.
TMP INLAND EMPIRE V, LTD.
a California Limited Partnership
For the Three Months ended March 31, 1997
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations.
Partnership revenues during the three and six month periods ended March 31, 1997
and 1996 consisted primarily of interest income.
Operating activities for the three months ended March 31, 1997 and 1996 used
approximately $29,000 and $7,000 of cash, respectively; mainly for the carrying
costs of the land held for investment. Financing activities for the three months
ended March 31, 1997 provided approximately $5,000 from the paydown of the note
receivable.
The Partnership had twelve properties as of March 31, 1997 that are being held
for appreciation and resale. Upon the sale of each property, the Partnership
intends to distribute the sales proceeds, less any reserves needed for
operations, to the partners.
The Partnership has insufficient cash to meet anticipated cash requirements for
the next twelve months. Management intends to withhold the payment of certain
expenses such as property taxes. If additional cash is needed, management will
attempt to sell one or more parcels of land or procure a loan secured by
Partnership land. However, there is no assurance that management will be able to
accomplish this.
<PAGE> 8
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.
Date: May 9, 1997
TMP INLAND EMPIRE V, LTD.
a California Limited Partnership
By: TMP Investments, Inc., as General Partner
By: \s\ William O. Passo
--------------------------------------
William O. Passo, President
By: \s\ Anthony W. Thompson
--------------------------------------
Anthony W. Thompson, Exec. V.P.
By: \s\ Michael Sun
--------------------------------------
Michael Sun, Chief Financial Officer
By: TMP Properties, a California General
Partnership as General Partner
By: \s\ William O. Passo
--------------------------------------
William O. Passo, General Partner
By: \s\ Anthony W. Thompson
--------------------------------------
Anthony W. Thompson, General Partner
By: \s\ Scott E. McDaniel
--------------------------------------
Scott E. McDaniel
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> MAR-31-1997
<EXCHANGE-RATE> 1
<CASH> 44,244
<SECURITIES> 0
<RECEIVABLES> 113,007
<ALLOWANCES> 0
<INVENTORY> 4,645,780
<CURRENT-ASSETS> 4,803,031
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 4,803,031
<CURRENT-LIABILITIES> 280,965
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 4,522,066
<TOTAL-LIABILITY-AND-EQUITY> 4,803,031
<SALES> 2,370
<TOTAL-REVENUES> 2,370
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 2,370
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 2,370
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
