WNC HOUSING TAX CREDIT FUND IV L P SERIES 1
10-Q, 1999-01-22
OPERATORS OF APARTMENT BUILDINGS
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                                    FORM 10-Q

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

(Mark One)

|X| QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES  EXCHANGE
ACT OF 1934

For the quarterly period ended September 30, 1996

                                       OR

|_| TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934

For the transition period from ________ to ___________

Commission file number: 0-26048


                 WNC HOUSING TAX CREDIT FUND IV, L.P., Series 1

State or other jurisdiction of                               (I.R.S. Employer
incorporation or organization                                Identification No.)

California                                                   33-0563307

WNC HOUSING TAX CREDIT FUND IV, L.P., Series 1
3158 Redhill Avenue, Suite 120, Costa Mesa, CA  92626
(714) 662-5565


         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 ____ No X



<PAGE>

                 WNC HOUSING TAX CREDIT FUND IV, L.P., Series 1
                       (a California Limited Partnership)

                               INDEX TO FORM 10-Q

                    FOR THE QUARTER ENDED SEPTEMBER 30, 1996



PART I. FINANCIAL INFORMATION

  Item 1. Financial Statements

  Balance Sheets, September 30, 1996 and December 31, 1995...................3

  Statement of Operations
           For the nine months ended September 30, 1996 and 1995.............4

  Statement of Partners' Equity
           For the nine months ended September 30, 1996 and 1995.............5

  Statement of Cash Flows
           For the nine months ended September 30, 1996 and 1995.............6

  Notes to Financial Statements..............................................8

  Item 2. Management's Discussion and Analysis of
    Financial  Condition and Results of Operations...........................13


PART II. OTHER INFORMATION


  Item 6. Exhibits and Reports on Form 8-K...................................16
 
  Signatures.................................................................17



<PAGE>

                WNC HOUSING TAX CREDIT FUND IV, L.P., SERIES 1
                      (A California Limited Partnership)

                              BALANCE SHEETS
                  September 30, 1996 and December 31, 1995


ASSETS                                        1996                      1995
                                              ----                      ----

Cash and cash equivalents        $         1,090,962       $         1,410,867

 Investment in limited
  partnerships - Note 2                    6,166,220                 6,928,034

 Other assets - Note 4                         9,915                    16,239
                                          ----------                ----------
                                                                          

                                  $        7,267,097        $        8,355,140
                                          ==========                ==========


LIABILITIES AND PARTNERS' EQUITY

Liabilities:
 Payable to limited partnerships 
     (Note 4)                     $          384,125       $           799,745
 Accrued fees and expenses due to
   general partner and affiliates 
     (Note 3)                                 74,383                    65,438
                                          ----------                ----------
                                             458,508                   865,183
                                          ----------                ----------
Partners' equity (deficit):
 General partner                             (31,815)                  (25,001)
 Limited partners (10,000 units
  authorized, issued and outstanding)      6,840,404                 7,514,958
                                          ----------                ----------

Total partners' equity                     6,808,589                 7,489,957
                                          ----------                ----------

                                  $        7,267,097        $        8,355,140
                                          ==========                ==========


                                     UNAUDITED
                   See Accompanying Notes to Financial Statements

                                        3


<PAGE>

                   WNC HOUSING TAX CREDIT FUND IV, L.P., SERIES 1
                         (A California Limited Partnership)

                               STATEMENT OF OPERATIONS
                For the Nine Months Ended September 30, 1996 and 1995

                                     1996                        1995
                                     ----                        ----

                               Three        Nine         Three         Nine
                               Months       Months       Months        Months
                               ------       ------       ------        ------

Interest income         $      12,201  $    39,819  $    13,342  $      51,107
                            ---------    ---------    ---------      ---------

Operating expenses:
Amortization                    7,781       23,251        7,714         23,127
Asset management fees (Note 4) 10,000       30,000        9,500         26,667
Legal and accounting            2,224        3,874            -          1,650
Other                             893        7,262        2,828          9,420
                            ---------    ---------    ---------      ---------
                                                       

Total operating expenses       20,898       64,387       20,042         60,864
                            ---------    ---------    ---------      ---------

Loss from operations           (8,697)     (24,568)      (6,700)        (9,757)
                            ---------    ---------    ---------      ---------

Equity in loss from
 limited partnerships        (264,400)    (656,800)    (128,670)      (383,100)
                            ---------    ---------    ---------      ---------

Net loss                $    (273,097) $  (681,368) $  (135,370)  $   (392,857)
                            =========    =========    =========      =========

Net loss allocated to:
  General partner       $      (2,731) $    (6,814) $    (1,354)  $     (3,929)
                            =========    =========    =========      =========

  Limited partners      $    (270,366) $   674,554) $  (134,016)  $   (388,928)
                            =========    =========    =========      =========

Net loss per limited
 partner units (10,000 units
 issued and outstanding) $        (27) $       (67) $       (13)  $        (39)
                            =========    =========    =========      =========


                                    UNAUDITED
                 See Accompanying Notes to Financial Statements

                                       4


<PAGE>

                  WNC HOUSING TAX CREDIT FUND IV, L.P., SERIES 1
                         (A California Limited Partnership)
                            STATEMENT OF PARTNERS' EQUITY

                 For the Nine Months Ended September 30, 1996 and 1995



For the Nine Months Ended September 30, 1996

                                          General       Limited
                                          Partner       Partner        Total
                                          -------       -------        -----

Equity (deficit), December 31, 1995   $   (25,001)  $  7,514,958   $ 7,489,957

Net loss for the nine months ended
 September 30, 1996                        (6,814)      (674,554)     (681,368)
                                         --------      ---------     ---------

Equity (deficit), September 30, 1996  $   (31,815)  $  6,840,404   $ 6,808,589
                                         ========      =========     =========




For the Nine Months Ended September 30,1995
                                          General       Limited
                                          Partner       Partner        Total
                                          -------       -------        -----

Equity (deficit), December 31, 1994    $  (18,188)  $  8,044,400   $ 8,026,212

Offering expenses                             (41)        (4,093)       (4,134)
                                                                  

Capital collected from notes receivable                  145,000       145,000

Net loss for the nine months ended
 September 30, 1995                        (3,929)      (388,928)     (392,857)
                                         --------      ---------     ---------

Equity (deficit), September 30, 1995    $ (22,158)  $  7,796,379   $ 7,774,221
                                         ========      =========     =========


                                     UNAUDITED
                  See Accompanying Notes to Financial Statements

                                         5


<PAGE>

                  WNC HOUSING TAX CREDIT FUND IV, L.P., SERIES 1
                        (A California Limited Partnership)

                             STATEMENT  OF CASH  FLOWS 
               For the Nine Months Ended September 30, 1996 and 1995

                                                         1996             1995
                                                         ----             ----

Cash flows provided by operating activities:
Net loss                                            $   (681,368) $   (392,857)
 Adjustments to reconcile net loss to net
 cash provided operating activities:
  Equity in loss of limited partnerships                 656,800       383,100
  Amortization                                            23,250        23,127
  Asset management fee                                    15,000        26,667
  Change in other assets                                   4,074         1,663
  Accrued fees and expense due
  to general partner and affiliates                       (6,055)         (382)
                                                       ---------     ---------- 
    Net cash provided by operating activities             11,701        41,318
                                                       ---------     ---------

Cash flows used in investing activities:
  Investments in limited partnerships                   (334,129)   (1,130,115)
  Acquisition costs and fees                              (5,502)       27,619
  Distribution from limited partnerships                   8,025         1,350
                                                       ---------    ----------
  Net cash used in investing activities                 (331,606)   (1,101,146)
                                                       ---------    ----------

Cash flows provided by financing activities:
 Decrease in advances from general partner and
  affiliates                                                           459,631
 Capital contributions from partners                                   145,000
 Offering costs                                                -       (17,597)
                                                      ----------    ----------
 Net cash provided by financing activities                     -       587,034
                                                      ----------    ----------
                                                                               
Net decrease in cash and cash equivalents               (319,905)     (472,794)
                                                      ----------    ----------

Cash and cash equivalents, beginning of period         1,410,867     2,107,761
                                                      ----------    ----------

Cash and cash equivalent, end of period           $    1,090,962 $   1,634,967
                                                      ==========    ==========

                                     UNAUDITED
                    See Accompanying Notes to Financial Statements

                                        6


<PAGE>

                 WNC HOUSING TAX CREDIT FUND IV, L.P., SERIES 1
                         (A California Limited Partnership)

                         STATEMENT OF CASH FLOWS - CONTINUED

             For the Nine months Ended to September 30, 1996 and 1995



Supplemental disclosure of noncash financing and investing activity:
- --------------------------------------------------------------------

During the nine months ended  September 30, 1996,  the  Partnership  realized a
reduction of $81,491 to payables to limited partnerships (in connection with its
investments in limited partnerships) due to reduced tax credits in three limited
partnerships.


- --------------------------------------------------------------------------------

During  the nine  months  ended  March 31,  1995,  the  Partnership  realized  a
reduction of $113,345 to payables to limited  partnerships  (in connection  with
its  investments  in limited  partnerships)  due to reduced  tax  credits in six
limited partnerships.





















                                    UNAUDITED
                 See Accompanying Notes to Financial Statements

                                       7



<PAGE>

                 WNC HOUSING TAX CREDIT FUND IV, L.P., SERIES 1
                       (A California Limited Partnership)


                          NOTES TO FINANCIAL STATEMENTS


NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
- ---------------------------------------------------

Organization
- ------------
WNC Housing Tax Credit Fund IV, L.P.,  Series 1 (the  "Partnership")  was formed
under  the  California  Revised  Limited  Partnership  Act on May 4,  1993,  and
commenced  operations on October 20, 1993. The  Partnership was formed to invest
primarily in other limited  partnerships which will own and operate multi-family
housing complexes that will qualify for low income housing credits.

The general  partner of the Partnership is WNC Tax Credit Partners IV, L.P. (the
"General Partner"), a California limited partnership.  WNC & Associates, Inc. is
the general partner of the General Partner.  Wilfred N. Cooper, Sr., through the
Cooper Revocable Trust,  owns 67% of the outstanding  stock of WNC & Associates,
Inc. John B. Lester,  Jr. is the original  limited partner of Series 1 and owns,
through  the  Lester  Family  Trust,  29%  of  the  outstanding  stock  of WNC &
Associates, Inc.

General
- -------
The information  contained in the following notes to the financial statements is
condensed  from that  which  would  appear in the annual  financial  statements;
accordingly,  the  financial  statements  included  herein should be reviewed in
conjunction  with the audited  financial  statements  and related  notes thereto
contained  in the  Partnership's  financial  statements  for  the  period  ended
December 31, 1995.  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 General  Partner,  the  accompanying  unaudited  financial
statements  contain  all  adjustments   (consisting  of  only  normal  recurring
accruals) necessary to present fairly the financial position as of September 30,
1996 and the results of operations and changes in cash flows for the nine months
ended September 30, 1996 and 1995. .

Allocations Under the Terms of the Partnership Agreement
- --------------------------------------------------------
The General Partner has a 1% interest in operating  profits and losses,  taxable
income and loss and in cash available for distribution from the Partnership. The
limited  partners of each series will be allocated  the  remaining  99% of these
items in proportion to their respective investments.


                                     8


<PAGE>

                  WNC HOUSING TAX CREDIT FUND IV, L.P., SERIES 1
                        (A California Limited Partnership)

                     NOTES TO FINANCIAL STATEMENTS (Continued)

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, continued
- --------------------------------------------------------------

After the limited  partners have received sale or refinancing  proceeds equal to
their capital  contributions  and their return on investment  (as defined in the
Partnership's  Agreement  of Limited  Partnership)  and the General  Partner has
received a  subordinated  disposition  fee (as  described in Note 4 below),  any
additional  sale or refinancing  proceeds will be distributed 90% to the limited
partners (in proportion to their respective  investments) and 10% to the General
Partner.

Method of Accounting For Investment in Limited Partnerships
- -----------------------------------------------------------
The investment in limited  partnerships is accounted for on the equity method of
accounting whereby the Partnership  adjusts its investment balance for its share
of each limited  partnership's  results of operations and for any  distributions
received.  Costs  incurred by the  Partnership  in acquiring the  investments in
limited partnerships are capitalized as part of the investment account.

Losses from the limited  partnerships  will not be recognized to the extent that
the individual investment balance would be adjusted below zero.

Offering Expenses
- -----------------
Offering  expenses  will  consist  of  underwriting  commissions,   legal  fees,
printing,  filing and  recordation  fees,  and other costs incurred with selling
limited  partnership  interests  in the  Partnership.  The  General  Partner  is
obligated to pay all offering and organization costs in excess of 15% (including
sales  commissions)  of the  total  offering  proceeds.  Offering  expenses  are
reflected as a reduction of partners' capital.

Organization Costs
- ------------------
Organization costs will be amortized on the straight-line method over 60 months.

Cash and Cash Equivalents
- -------------------------
The Partnership  considers investments with an original maturity of three months
or less as cash equivalents.

NOTE 2 - INVESTMENT IN LIMITED PARTNERSHIPS
- -------------------------------------------

As of  September  30,  1996  and  1995  the  Partnership  had  acquired  limited
partnership  interests  in twenty  limited  partnerships  each of which owns one
Apartment  Complex.  As  of  September  30,  1996  and  1995,   construction  or
rehabilitation of twenty and nineteen,  respectively, of the Apartment Complexes
had  been   completed  and  zero  and  one  was   undergoing   construction   or
rehabilitation.


                                      9


<PAGE>

                   WNC HOUSING TAX CREDIT FUND IV, L.P., SERIES 1
                         (A California Limited Partnership)

                      NOTES TO FINANCIAL STATEMENTS (Continued)

NOTE 2 - INVESTMENT IN LIMITED PARTNERSHIPS (CONTINUED)
- -------------------------------------------------------

The Partnership,  as a limited  partner,  is generally a 99% owner and generally
entitled to 99% of the operating profits and losses of the limited  partnerships
upon the acquisition of its limited partnership  interest.  The Partnership is a
95%  owner  of two of the  partnerships,  Beckwood  Manor  and  Evergreen  Four.
Following is a summary of the  components of investment in limited  partnerships
as of September 30, 1996 and December 31, 1995:

                                              1996                      1995
                                              ----                      ----

Investment balance,
  beginning of period                   $     6,928,034         $    7,852,303
Equity in loss of limited
  partnership                                  (656,800)              (727,986)
Tax credit adjustments and distributions        (89,516)              (172,429)

Capitalized acquisition fees                      5,502                  4,072
Amortization of capitalized
  acquisition costs                             (21,000)               (27,926)
                                              ---------              ---------
Investment balance,
  end of period                         $     6,166,220          $   6,928,034
                                              =========              =========

Selected  financial  information  from the  financial  statements of the limited
partnerships  with  operations  for the  nine  months  ended  and  inception  to
September 30, 1996 and 1995 is as follows:

                                                   1996                1995
                                                   ----                ----

 Total revenue                           $     1,445,800     $       1,439,000
                                               ---------             ---------
 Interest expense                                510,700               425,000
 Depreciation                                    583,000               531,000
 Operating expenses                              749,400               870,000
                                               ---------             ---------
 Total expenses                                1,843,100             1,826,000
                                               ---------             ---------
 Net loss                                $      (397,300)    $        (387,000)
                                               =========             =========
 Net loss allocable to the
   Partnership                           $      (392,400)    $        (383,100)
                                               =========             =========


                                        10

<PAGE>

                   WNC HOUSING TAX CREDIT FUND IV, L.P., SERIES 1
                         (A California Limited Partnership)

                      NOTES TO FINANCIAL STATEMENTS (Continued)


NOTE 3 - RELATED PARTY TRANSACTIONS
- -----------------------------------

Under the terms of its  Agreement of Limited  Partnership,  the  Partnership  is
obligated to the General Partner or its affiliates for the following items:

         Acquisition  fees  of 8%  of  the  gross  proceeds  from  the  sale  of
         Partnership  units.  Through  September  30, 1996 the  Partnership  had
         incurred acquisition fees of $800,000.

         An  annual  asset  management  fee equal to the  greater  amount of (i)
         $2,000 for each Apartment Complex, or (ii) 0.275% of Gross Proceeds. In
         either case,  the fee will be decreased or increased  annually based on
         changes to the  Consumer  Price  Index.  However,  in no event will the
         maximum  amount  exceed 0.2 % of the  invested  assets  (defined as the
         Partnership's  capital  contributions to the limited  partnerships plus
         its allocable  percentage  of the  permanent  financing) of the limited
         partnerships  which are subsidized under one or more Federal,  state or
         local government programs. The Partnership has incurred fees of $30,000
         and  $26,667  for the nine months  ended  September  30, 1996 and 1995,
         respectively.

         Reimbursement  for   organizational,   offering  and  selling  expenses
         advanced  by an  affiliate  of the  General  Partner  on  behalf of the
         Partnership.  These  reimbursements  plus all other  organizational and
         offering expenses inclusive of sales commissions will not exceed 15% of
         the  gross  proceeds.  The  Partnership  has  incurred  organizational,
         offering  and  selling  expenses  of $15,000,  $606,705  and  $750,000,
         respectively.

         A  subordinated  disposition  fee in an amount equal to 1% of the sales
         price of real estate sold.  Payment of this fee is  subordinated to the
         limited  partners  receiving a return on investment  (as defined in the
         Agreement of Limited  Partnership)  and is payable only if services are
         rendered in the sales effort.




                                       11


<PAGE>

                   WNC HOUSING TAX CREDIT FUND IV, L.P., SERIES 1
                          (A California Limited Partnership)

                       NOTES TO FINANCIAL STATEMENTS (Continued)

NOTE 3 - RELATED PARTY TRANSACTIONS (CONTINUED)
- -----------------------------------------------

Accrued fees and advances due to/(from)  General Partner and affiliates  consist
of the following at September 30, 1996 and December 31, 1995:

                                                  1996               1995
                                                  ----               ----

Asset management fee payable                   $  81,668         $  66,667
Advances made for acquisition
 costs, organizational,
 offering and selling expenses                    (7,285)           (1,229)
                                                 -------           -------

                                               $  74,383         $  65,438
                                                 =======           =======


NOTE 4 - PAYABLE TO LIMITED PARTNERSHIPS
- ----------------------------------------

Payable to limited partnerships represent amounts which are due at various times
based on conditions specified in the respective limited partnership  agreements.
These  contributions  are payable in  installments,  are  generally due upon the
limited  partnerships  achieving certain operating  benchmarks and are generally
expected to be paid within two years of the Partnership's initial investment.

NOTE 5 - INCOME TAXES
- ---------------------

The  Partnership  will not make a provision  for income taxes since all items of
taxable income and loss will be allocated to the partners for inclusion in their
respective income tax returns.








                                        12






<PAGE>

Item 2. Management's  Discussion and Analysis of Financial Condition and Results
of Operation

WNC Housing Tax Credit Fund IV, L.P., Series 1 (the Partnership) is a California
Limited  Partnership  formed under the laws of the State of California on May 4,
1993 to acquire limited partnership interests in limited partnerships  ("Limited
Partnerships")  which own multifamily  apartment complexes that are eligible for
low-income housing federal income tax credits (the "Housing Tax Credit").

The Partnership's offering of units terminated on July 18, 1995.

Liquidity and Capital Resources
- -------------------------------

Overall,  as reflected in its Statement of Cash Flows, the Partnership had a net
decrease in cash and cash equivalents of  approximately  $320,000 for the period
ended  September  30,  1996.  This  decrease  in cash  consists  of cash used by
investing and cash provided by investing and operating activities. Cash was used
by the  investing  activities  of the  Partnership  during  such  period  in the
aggregate  amount of  approximately  $332,000,  which  consisted of cash used in
capital   contributions  to  Limited  Partnerships  and  acquisitions  costs  of
approximately   $334,000  and  $6,000,   respectively   and  cash   provided  by
distributions from Limited  Partnerships of approximately  $8,000. Cash provided
by  operating  activities  consisted  primarily  of  interest  received  on cash
deposits,  and cash used in  operations  consisted  primarily  of  payments  for
operating fees and expenses.  The major  components of all these  activities are
discussed in greater detail below.

Overall,  as reflected in its Statement of Cash Flows, the Partnership had a net
decrease in cash and cash equivalents of  approximately  $473,000 for the period
ended  September  30,  1995.  This  decrease  in cash  consists  of cash used by
investing and cash provided by financing and operating activities. Cash was used
by the  investing  activities  of the  Partnership  during  such  period  in the
aggregate  amount of approximately  $1,101,000,  which consisted of cash used in
capital  contributions to Limited  Partnerships of approximately  $1,130,000 and
cash provided by distributions  from Limited  Partnerships and acquisition costs
and fees of  approximately  $1,000 and 28,000,  respectively.  Cash  provided by
financing  activities  for the period  ended March 31,  1995,  in the  aggregate
amount of approximately  $587,000 consisted of a decrease of an advance from the
general  partner  and  capital  contributions  from  partners  of  approximately
$460,000  and  $145,000,  respectively  and  cash  used  for  offering  costs of
approximately $18,000. Cash provided by operating activities consisted primarily
of interest  received on cash  deposits,  and cash used in operations  consisted
primarily of payments for operating fees and expenses.  The major  components of
all these activities are discussed in greater detail below.

As of September 30, 1996 and December 31, 1995 the  Partnership  was indebted to
WNC &  Associates,  Inc. in the amount of  approximately  $74,000  and  $65,000,
respectively. The component items of such indebtedness consisted of advances for
operating expenses of approximately $74,000 and $65,000, respectively.

On July 18, 1995, the Partnership sold the last of its total of 10,000 Units. No
additional Units will be issued with respect to the Partnership. As of September
30, 1996 and December 31, 1995, the Partnership  received a total of $10,000,000
from the sale of Units.  Substantially all the $10,000,000 has been committed to
the  purchase  price and  acquisition  fees and costs of  investment  in Limited
Partnerships, reserves and expenses of the offering.

The Partnership had made capital  contributions  to Limited  Partnerships in the
amount of  approximately  $6,813,000 and $6,479,000 as of September 30, 1996 and
December 31, 1995,  respectively.  The Partnership  does not anticipate  further
needs of either bank financing or loans from affiliates of the General Partner.

                                      13

<PAGE>

Prior to sale of the  Apartment  Complexes,  it is not expected  that any of the
Limited  Partnerships  in which the Partnership has invested or will invest will
generate cash from operations sufficient to provide distributions to the Limited
Partners in any material amount. Such cash from operations,  if any, would first
be used to meet operating expenses of the Partnership,  including payment of the
asset management fee to the General Partner.  As a result, it is not anticipated
that the Partnership will provide distributions to the Limited Partners prior to
the sale of the Apartment Complexes.

The Partnership's investments will not be readily marketable and may be affected
by adverse  general  economic  conditions  which, in turn,  could  substantially
increase the risk of operating losses for the Apartment  Complexes,  the Limited
Partnerships  and the  Partnership.  These  problems may result from a number of
factors,   many  of  which  cannot  be  controlled   by  the  General   Partner.
Nevertheless,  the General Partner anticipates that capital raised from the sale
of the Units will be sufficient to fund the Partnership's investment commitments
and proposed operations.

The  Partnership  will  establish  working  capital  reserves  of at least 3% of
capital  contributions,  an amount  which is  anticipated  to be  sufficient  to
satisfy general working capital and administrative  expense  requirements of the
Partnership  excluding  payment of the asset  management fee as well as expenses
attendant to the preparation of tax returns and reports to the Limited  Partners
and other investor servicing  obligations of the Partnerships.  Liquidity would,
however,  be adversely  affected by  unanticipated  or greater than  anticipated
operating costs. The Partnership's  liquidity could also be affected by defaults
or delays in payment of the Limited  Partners'  promissory  notes,  from which a
portion of the working capital reserves is expected to be funded.  To the extent
that working capital reserves are insufficient to satisfy the cash  requirements
of the  Partnerships,  it is anticipated  that additional  funds would be sought
through bank loans or other  institutional  financing.  The General  Partner may
also apply any cash  distributions  received from the Limited  Partnerships  for
such purposes or to replenish or increase working capital reserves.

Under the Partnership  Agreements the  Partnership  does not have the ability to
assess the Limited  Partners for  additional  capital  contributions  to provide
capital if needed by the Partnership or Limited  Partnerships.  Accordingly,  if
circumstances  arise that cause the Limited  Partnerships  to require capital in
addition to that  contributed by the Partnership  and any equity  contributed by
the general  partners of the Limited  Partnerships,  the only sources from which
such capital needs will be able to be satisfied (other than the limited reserves
available  at the  Partnership  level) will be (i)  third-party  debt  financing
(which may not be available,  if, as expected,  the Apartment Complexes owned by
the Limited Partnerships are already substantially  leveraged),  (ii) additional
equity  contributions  or  advances  of the  general  partners  of  the  Limited
Partnerships  (in this regard,  each local  general  partner is required to fund
operating  deficits,  but only for a period of two years following  construction
completion),  (iii) other  equity  sources  (which  could  adversely  affect the
Partnerships' interest in Housing Tax Credits, cash flow and/or proceeds of sale
or refinancing of the Apartment Complexes and result in adverse tax consequences
to the  Limited  Partners),  or (iv) the sale or  disposition  of the  Apartment
Complexes  (which  could have the same  adverse  effects as  discussed  in (iii)
above).  There can be no assurance  that funds from any of such sources would be
readily available in sufficient  amounts to fund the capital  requirement of the
Limited Partnerships in question.  If such funds are not available,  the Limited
Partnerships  would risk  foreclosure on their Apartment  Complexes if they were
unable to  re-negotiate  the terms of their first  mortgages  and any other debt
secured by the Apartment Complexes to the extent the capital requirements of the
Limited Partnerships relate to such debt.

The  Partnership's  capital  needs and  resources  are expected to undergo major
changes  during  their  first  several  years of  operations  as a result of the
completion of their  offerings of Units and their  acquisition  of  investments.
Thereafter,  the  Partnership's  capital  needs and resources are expected to be
relatively  stable over the  holding  periods of the  investments  except to the
extent of proceeds received in payment of promissory notes and disbursed to fund
the deferred obligations of the Partnership.

                                     14

<PAGE>

Results of Operations
- ---------------------

As of December 31, 1995,  and  September 30, 1996 the  Partnership  had acquired
interests in 20 Limited  Partnerships.  Each of the Apartment Complexes owned by
the 20 Limited  Partnerships  receives  or is  expected  to  receive  government
assistance and each of them has received a reservation  for Housing Tax Credits.
As of December 31, 1995,  September  30, 1996,  and 1995,  all of the  Apartment
Complexes  had  commenced  operations,  two for less  then a full  year in 1995.
 .Accordingly,  the "Equity in losses from limited  partnerships" for the periods
ended  September  30, 1996 and 1995  reflected in the Statement of Operations of
the Partnership is not indicative of the amounts to be reported in future years.

As reflected on its  Statements of  Operations,  the  Partnership  had a loss of
approximately $408,000 and $257,000 for the nine months ended September 30, 1996
and 1995, respectively. The component items of revenue and expense are discussed
below.

Revenue.  The  Partnership's  revenues  have  consisted and are  anticipated  to
consist  entirely of interest earned on Promissory  Notes and cash deposits held
in financial institutions (i) as reserves, or (ii) pending investment in Limited
Partnerships.  Interest revenue in future years will be a function of prevailing
interest  rates and the  amount of cash  balances.  It is  anticipated  that the
Partnership will maintain cash reserves in an amount not materially in excess of
the minimum amount required by its Partnership Agreement, which is 3% of capital
contributions.

Expenses.  The most significant  component of operating expenses has been and is
expected to be the Asset  Management  Fee. The Asset  Management Fee is equal to
the  greater of (i) $2,000 for each  Apartment  Complex or (ii)  0.275% of gross
proceeds,  and will be decreased or increased  annually  based on changes to the
Consumer Price Index.

Amortization  expense consist of the  amortization  over a period of 30 years of
the  Acquisition  Fee and other  expenses  attributable  to the  acquisition  of
Limited Partnership Interests.

Equity in Losses from Limited  Partnership.  The Partnership's  equity in losses
from Limited  Partnerships  is equal to 95%-99% of the  aggregate  net losses of
each  Limited  Partnership  incurred  after  admission of the  Partnership  as a
limited partner thereof.

After rent-up all Limited  Partnerships  are expected to generate  losses during
each year of operations;  this is so because, although rental income is expected
to exceed cash operating  expenses,  depreciation  and  amortization  deductions
claimed by the Limited Partnerships are expected to exceed net rental income.

The  Partnership  accounts for its investments in Local  Partnerships  using the
equity method of  accounting,  whereby The  Partnership  reduces its  investment
balance for its share of Local  Partnerships'  losses and distributions.  Losses
are not recognized to the extent that the  investment  balance would be adjusted
below zero.


                                    15


<PAGE>



Part II.  Other Information

Item 1.  Legal Proceedings

         None.


Item 6.  Exhibits and Reports on Form 8-K

1.  None.


         No reports on Form 8-K were filed  during the quarter  ended  September
30, 1996.












                                     16


<PAGE>


         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.

WNC HOUSING TAX CREDIT FUND IV, L.P., Series 1

By:  WNC Tax Credit Partners IV, L.P.       General Partner


By:  WNC & ASSOCIATES, INC.         General Partner



By:  /s/ John B. Lester, Jr.
- -----------------------------------------------------
John B. Lester, Jr.        President, WNC & Associates, Inc.

Date: January 20, 1999



By:  /s/ Theodore M. Paul
- -----------------------------------------------------
Theodore M. Paul  Vice President - Finance, WNC & Associates, Inc.

Date: January 20, 1999














                                     17



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<ARTICLE>                     5
<CIK>                         0000913496
<NAME>                        WNC HOUSING TAX CREDIT FUND IV, L.P., SERIES 1
<MULTIPLIER>                                   1
<CURRENCY>                                     US DOLLARS
       
<S>                             <C>
<PERIOD-TYPE>                   9-MOS
<FISCAL-YEAR-END>                              DEC-31-1996
<PERIOD-START>                                 JAN-01-1996
<PERIOD-END>                                   SEP-30-1996
<EXCHANGE-RATE>                                1
<CASH>                                           1,090,962
<SECURITIES>                                             0
<RECEIVABLES>                                            0
<ALLOWANCES>                                             0
<INVENTORY>                                              0
<CURRENT-ASSETS>                                 1,090,962
<PP&E>                                                   0
<DEPRECIATION>                                           0
<TOTAL-ASSETS>                                   7,267,097
<CURRENT-LIABILITIES>                                    0
<BONDS>                                                  0
                                    0
                                              0
<COMMON>                                                 0
<OTHER-SE>                                       6,808,589
<TOTAL-LIABILITY-AND-EQUITY>                     7,267,097
<SALES>                                                  0
<TOTAL-REVENUES>                                    39,819
<CGS>                                                    0
<TOTAL-COSTS>                                       64,387
<OTHER-EXPENSES>                                   656,800
<LOSS-PROVISION>                                         0
<INTEREST-EXPENSE>                                       0
<INCOME-PRETAX>                                   (681,368)
<INCOME-TAX>                                             0
<INCOME-CONTINUING>                               (681,368)
<DISCONTINUED>                                           0
<EXTRAORDINARY>                                          0
<CHANGES>                                                0
<NET-INCOME>                                      (681,368)
<EPS-PRIMARY>                                          (67)
<EPS-DILUTED>                                            0
        


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